


Once Like a Spark

by fiddleyoumust



Category: Bandom, Panic At The Disco
Genre: Angst, First Time, M/M
Language: English
Status: Completed
Published: 2010-12-31
Updated: 2010-12-31
Packaged: 2017-10-14 06:25:56
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 30,881
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/146338
Author URL: https://archiveofourown.org/users/fiddleyoumust/pseuds/fiddleyoumust
Summary: <blockquote class="userstuff">
              <p>This is a story about first love and how it sometimes messes you up and changes you.</p>
            </blockquote>





	Once Like a Spark

_(once like a spark)_

 _if strangers meet  
life begins- _

_—ee cummings_

Spencer feels like he's been unpacking forever. There are still boxes stacked in corners and no matter how much progress he feels like he makes, they never seem to end. Spencer is usually a big fan of new beginnings, but today, he's somewhat exhausted by this particular one.

He eventually decides to take a break from unpacking by lounging on the couch with a book. He's enjoying the quiet, letting the hum of the heater lull him while he snuggles into one of Ryan's blankets with a cup of Earl Grey. It's mostly lukewarm now, and when Spencer sets it back on the coffee table, he notices a ring forming from the lack of a coaster. He shrugs it off, not wanting to search through more boxes in order to save a table he bought for seven dollars at a garage sale.

The front door opens, and Spencer smiles as Ryan comes walking through. Spencer's ready with questions about Ryan's first day of school until he notices that Ryan looks wary and scared in ways Spencer hasn't seen since they got here.

Spencer's belly curls with concern, and he's up off the couch, ready with different questions and comfort, before he notices another figure behind Ryan, shorter and slighter, with darker hair than Ryan's brown. The guy smiles at Spencer and bounces through the doorway and Spencer smiles back, the reaction instantaneous, almost like he can't help himself.

"I'm Brendon," the guy says. "Cool place!" Brendon wanders out into the living room, which isn't too far, since this is the smallest apartment Spencer's ever seen, let alone lived in. "I wish my place was half as cool as this one. Dorms," Brendon says with an eye-roll, his voice laden with disdain. He picks up Spencer's book and Spencer winces as his book marker falls to the floor. Brendon leafs through the pages, unconcerned, as he continues his inspection of the apartment.

Spencer looks back at Ryan and has to bite back a laugh when he realizes it's not fear in Ryan's eyes, but pure panic. "Umm," Ryan says, giving Spencer a pleading look. "This is Brendon." Ryan gestures toward Brendon, who is now looking through Spencer's box of video games and saying things like, "rad" and "cool" every now and then. "He just sort of followed me home," Ryan says under his breath.

It takes all of Spencer's willpower not to laugh. He walks over to Ryan and runs a sympathetic hand up Ryan's arm before he murmurs, "Poor baby. You want some tea?"

Ryan's cheeks pink, but he nods just as Brendon perks up over by the video games. "Tea?" Brendon says. "I love tea."

Spencer makes them tea.

~~~

Spencer has known Ryan most of his life. They've been in each other's pockets for so long that Spencer has no memory of a time before Ryan. Spencer loves Ryan more than he loves anyone in the entire world, and Ryan is ridiculously easy to love, even when he's being completely difficult.

"You like him," Spencer says. "Just admit it and ask him out already."

Ryan gives him a comical look and Spencer laughs. "I _do not_ like him," Ryan says vehemently. "I think he might actually be retarded." He puckers his mouth up like he just ate something sour and glares at Spencer in a way that might be worrying if Spencer didn't know Ryan was as incapable of violence as a fuzzy puppy.

"And yet," Spencer says with an indulgent smile. "You like him. I think it's kind of great, Ry," Spencer continues seriously. "He seems like a really nice guy."

"Whatever," Ryan mumbles, ducking his head a little to hide his blush. "I think he likes you anyway."

Spencer actually throws his head back to laugh this time. It's a full belly laugh that leaves his stomach muscles aching after he's finished. "I think maybe _you're_ the retarded one, Ryan."

Ryan shakes his head and looks away. They're around the corner from the apartment, at a cafe Ryan found shortly after they moved in. Spencer has a coffee addiction and Ryan likes to indulge him when he can. It all worked out kind of perfectly since Spencer spent so much time here their first week in the city, that the owner, Greta, offered him a job. Spencer pretty much thinks coffee is a perfect substance, but it turns out its even better when it's free.

Spencer follows Ryan's line of sight across the street until he realizes Ryan isn't really looking at anything, just avoiding their conversation, and no, Spencer doesn't ever let Ryan get away with that kind of bullshit. Ryan's been a punching bag for so many people in his life that Spencer has made it his mission to never let Ryan use his fists against himself, even if they're only metaphorical.

"Ryan Ross," Spencer says quietly, seriously. Ryan looks over at him and even though his eyes are hidden behind messy bangs, Spencer knows exactly what he'd see there if he could see them. Spencer knows Ryan's self-doubt as well as he knows his old neighborhood back in Vegas. "You know what?" Spencer asks, resting his chin on his fisted hand, elbow propped on the table.

"What?" Ryan asks, even though he knows what's coming next. His mouth is already lifting at the corners and Spencer's own mouth turns up knowing that he's the one who makes Ryan smile like that.

"I love you best," Spencer says his voice firm and honest. And he does. Ryan is his best friend, his _brother_ in all the ways that matter, and there's nothing that Spencer wouldn't do for him. Spencer watches Ryan blush again, his head shaking a little from side to side. Spencer starts shaking his head too. "No, don't do that. Say you know, Ryan," Spencer says a little angrily.

"God you're pushy," Ryan whispers, his voice cranky, but the smile is back now. "Okay, I know."

"Okay," Spencer says, his foot tapping happily on the ground.

"Okay," Ryan says again, letting out a whoosh of breath.

They sit quietly for a little bit, the silence comfortable in the way it only can be between two people who already know all of each other's secrets. Spencer's fingers are getting numb from the wind and he's about to suggest they head home when Ryan suddenly reaches across the table and wraps his fingers around Spencer's wrist. "I love you best, too," Ryan says with pleading eyes, his fingers digging in until it's almost painful.

Spencer lays the frozen fingers of his other hand on top of Ryan's and smiles when he says, "I know."

They get up then, Spencer tucking a few dollars under his coffee cup for Cathy, the lone waitress running around the outside tables. He tucks his arm around Ryan's waist as they walk. "You know," Spencer says when they're almost to their building. "Just because I love you best, doesn't mean someone else couldn't love you just as well if you let them." Spencer squeezes Ryan hard and then lets go. He hears Ryan inhale sharply behind him and he smiles as he enters their building, taking the stairs two at a time.

"Take that, Ryan Ross," Spencer says to no one in particular.

~~~

Spencer sort of loves Brendon. The kid, and Spencer always thinks of him that way, (even though Spencer's pretty sure he's got months if not a full year on Spencer in age), is a boundless bundle of energy. He rolls over Ryan and his many _issues_ the way a pin rolls over dough, smooth and efficient. Normally, that kind of manipulation would worry Spencer, since it shows a complete lack of regard for Ryan's feelings. The thing is, Spencer knows Brendon doesn't mean it like that. Spencer can tell just by looking at him that Brendon can't fathom Ryan even having self-esteem issues. Brendon looks at Ryan like he maybe won the lottery on his birthday and Christmas came early. He looks at Ryan the way Ryan should be looked at.

Brendon becomes a permanent fixture around the apartment. Their nights are spent eating pizza and listening to Brendon tell the same stories over and over again while he tries in vain to beat Ryan at Guitar Hero. Ryan laughs just as hard at every single one of them as he did the first time he heard them. Spencer thinks it's the most adorable thing he's ever seen. He's never seen Ryan with a crush, but he's pretty sure it looks something like this.

"My parents aren't thrilled that I'm here, but when I got the scholarship, I was gone. I just couldn't not, you know?" Brendon is saying while trying to stuff a slice of pizza in his mouth.

Brendon and Ryan both attend The Musical Conservatory on scholarship, which is _awesome_ according to Brendon, because his parents would never have paid for him to spend four years studying music. "And then I met Ryan and you and it got like really, really awesome," he says, looking over at Ryan and grinning. "We're so meant to be, Ryan Ross, what with our tragic childhoods, and our crappy parents, and our matching scholarships. We're like, epic," Brendon says batting his eyelashes at Ryan.

Ryan makes a noise in the back of his throat and Spencer looks at him speculatively, then looks back at Brendon a little awed. Spencer has known Ryan for thirteen years and there are still things Ryan won't tell him. But, somehow, Brendon's managed to get Ryan to talk about his family after only a few weeks.

"Hey," Brendon says. "Hey, hey. You know what we should do?" Brendon is bouncing on Spencer and Ryan's really ugly couch, which is pretty normal since it's impossible for him to keep still. There's pizza sauce on his shirt and some stuck to the corner of his mouth and Spencer takes a moment to congratulate himself on passing up the cinnamon sticks when the girl on the phone offered them. Sugar is the last thing Brendon needs right now.

Spencer arches his eyebrow at Brendon and shakes his head. Ryan is in love with a complete spazz, and it's kind of the most awesome thing ever. He looks over at Ryan and smiles as big and bright as he can, because he's going to take every opportunity life throws at him to tease Ryan over this new turn of events.

Over on the couch Brendon sucks in air loudly, and Spencer looks up to see what Brendon's gotten into now. "You have a pretty smile," Brendon says.

Spencer can feel his cheeks turning red and now it's Ryan's turn to make fun, chuckling quietly until he finally remembers he's supposed to be Spencer's best friend and he asks Brendon, distracting, "You were saying we should do something?"

"What?" Brendon asks. "Oh. Oh, yeah!" Brendon smiles at Ryan like he just answered a question correctly in front of the whole class. "We should go see a show tomorrow night. There's a band and they're good, really good. Hot too. They're all like, really hot."

Ryan and Spencer both laugh. Spencer's belly feels warm and light, because Ryan looks happy sitting in their living room, in their very own apartment, hundreds of miles away from Vegas and all the problems Ryan left behind there.

"Okay," Ryan says when he has his breath back. "We should go to a show."

"Definitely," Spencer says, mock seriously.

“Totally," Brendon answers and then they all laugh again, just because they can.

~~~

They take the El downtown to the bar where Brendon's friends are playing. "I went to school with the youngest, Adam. He's only seventeen," Brendon says.

"I'm seventeen," Spencer says, his spine going rigid and his fists clenching, ready to fight if he has to.

"Really?" Brendon bounces on his heels and claps, actually claps, though the sound is muffled by the mittens on his hands. "Me too, my birthday's not 'till April."

Spencer relaxes, sticks his thumb to his chest and says, "September."

It's early February now, and Chicago is bitter cold, a few straggling strands of Christmas lights still twinkling in windows and Spencer sees them reflected in Brendon's eyes as they go round and wide. "Wow," Brendon says. "You're kind of a baby. It's a good thing I know the band or we'd never get in."

Spencer laughs and Ryan slings his arm over Spencer's shoulders, squeezing him hard once before he relaxes, leaving his arm there as they walk. Spencer tucks himself into Ryan's side and Brendon snuggles close to Ryan's other side, looping his arm through Ryan's dangling one and they walk, quiet for as long as Brendon can stand it before he says, "Shouldn't you be in high school?"

Spencer shrugs and Ryan squeezes his shoulders again and then speaks before Spencer can. "He graduated early. To come with me," Ryan says and it's a little defensive like almost everything Ryan says, part of who Ryan is as much as his hair and his eyes and his long, graceful hands.

Spencer's hand rubs soothingly at the base of Ryan's spine, trying to calm and reassure without words.

"Oh, hey. That's cool. That's awesome," Brendon says. "You're a good friend." Spencer meets Brendon's gaze across the back of Ryan's shoulders and he can see the question there in Brendon's eyes as they flick between Spencer and Ryan and back again. Spencer understands now how Ryan ended up dragging Brendon home. He's sort of impossible to resist.

"Best friends," Spencer says and smiles when he sees Brendon relax again.

~~~

The bar is packed and so loud that the noise is deafening even from outside. The bouncer at the door nods at Brendon when they walk up and Brendon practically jumps on the guy and squeezes him, yelling, "Thanks, Zack!" as they continue on to find a table. Everyone is smoking and drinking and Spencer looks at Ryan nervously, but he seems relaxed and he smiles at Spencer when Brendon plops down next to him and wraps his fingers around Ryan's wrist, bringing his hand over to inspect Ryan's fingers.

"You should wear real gloves, Ryan Ross," Brendon says. "Fingerless gloves are sort of beside the point." Brendon curls his wool covered fingers around Ryan's and puts both their hands in his lap.

Spencer tries not to laugh as Ryan looks back at him, dazed and obviously trying to figure out how he ended up holding Brendon's hand in the middle of a crowded bar on a Tuesday night. "I'm going for some water," Spencer says, leaning over to be heard above the loud rumble of other voices. The band is setting up on stage, and the bar is alive with the buzz of the impending show.

"Hurry, I think they're about to start," Brendon says before turning his attention back to Ryan.

Spencer doesn't hurry. He lingers at the bar, sipping his water and watching as Brendon leans into Ryan and points at things on the stage, talking fast, his features animated. Ryan smiles and laughs and Spencer can't help smiling too as he watches them. It's been so long since he's seen Ryan this happy, and for the first time since Spencer decided to make this move with Ryan, he feels like maybe everything is going to be alright.

Spencer feels a hand on his shoulder, and he turns on his stool to look at the guy sitting next to him. The really, really hot guy sitting next to him.

"Hi," hot guy says, and smiles slow and warm and it makes something in Spencer's belly catch fire and twist.

"Hi," Spencer says warily, his own smile sliding off his face because this kind of stuff doesn't happen to him. Random really, really attractive strangers with liquid brown eyes and shiny hair don't just randomly strike up conversations with Spencer. Like ever.

"Oh hey, no. No. Don't do that," the hot guy says, and Spencer's brow wrinkles in confusion, because he's not doing anything except trying not to make a total ass out of himself. "Smile. You should always smile," the guys says by way of explanation. Spencer does smile then, the compliment causing a blush to work its way across his cheeks, making him duck his head to try to hide his face. "There, that's much better," hot guy says, nodding and holding out his hand. "I'm Jon by the way, Jon Walker."

Spencer takes his hand and it's like touching a live wire, sparks skittering across Spencer's palm so that he wants to rip his hand from Jon's and run as fast and far as he can. He stays where he is because Spencer's pretty sure running off would be extremely rude, and Spencer tries very hard to never be rude, bitchy sometimes, but never rude. "I'm Spencer," Spencer says quietly, mouth dry despite the water at his elbow. "Smith," he adds as an afterthought.

Jon grins and says, "Nice to meet you, Spencer Smith." It sounds nice in Jon's quiet voice, both S's said with a bit of a lisp, and Spencer blushes again and looks down at his shoes before he forces himself to look up at Jon's face. Jon is smiling even bigger now, looking downright delighted when he says, "Oh, hey. Yeah. I'm going to need your phone number. We're definitely going to have to meet again." Jon digs in his pocket and pulls out his phone, flips it open and looks at Spencer expectantly.

Spencer finds himself rattling off his number without thought, and he smiles again as Jon punches the number into his phone, his tongue poking out from between his teeth in concentration. Spencer really hopes he didn't just give his number to some kind of deviant and he casts a worried glance back toward the table and breathes easier when he catches sight of Ryan and Brendon.

"You know what we should do?" Jon asks as he closes his phone and tucks it back in his pocket.

Spencer focuses on Jon again and shakes his head and says, "No, what should we do?"

Jon looks over his shoulder toward the exit. "We should get out of here, Spencer Smith. We should go somewhere quiet where you can tell me your entire life story. I'm thinking somewhere with pie and coffee and tablecloths with red and white checks. I know a place close by."

Spencer nods as Jon talks because yes, _yes_ , that's exactly what they should do, deviant or not. He glances back over at Ryan and Brendon who are watching the band as they get ready to start their show and says, "Yeah, yes. Okay. I just have to..." Spencer waves over to where Ryan and Brendon are sitting and Jon smiles, gets up off his stool and puts his hand on Spencer's lower back as they walk through the crowd. It's like electricity again, and Spencer looks over his shoulder at Jon and Jon is looking at him, his eyes so intense that Spencer swallows with an audible click. Jon's hand moves lower, along the hem of Spencer's shirt, and his thumb grazes the bare skin between his shirt and jeans. Spencer shivers and pushes back into the touch a little bit.

Ryan looks up when they get to the table, his eyes sliding over Spencer's shoulder to where Jon is standing. Suddenly, Spencer thinks this is a stupid idea, going off with some stranger in an unfamiliar city. Ryan has some kind of super power where he can read Spencer's mind and make him feel foolish about whatever is going on in there without saying a single word. Then Brendon saves the night by looking up and smiling as he says, "Oh hey, Jon. I see you met Spencer."

Spencer glances between the two of them and Ryan looks at Spencer questioningly until Spencer says, "This is Jon," like he's suddenly lost all brain function. Spencer rarely acts like an idiot, and Ryan's brow furrows as his eyes slit and he looks at Jon, like maybe that's not really his name or something. Jon, to his credit just smiles and holds out his hand to shake Ryan's.

"Jon works for the band," Brendon says.

"Kind of," Jon says. "Sometimes, when the mood strikes me." Jon lifts his hand to the back of his neck and scratches in a nervous gesture.

Everyone nods and the table goes quiet again until the band announces their first song and then music washes over them, making the silence easier. "So, Spencer and I are going for coffee and pie now," Jon yells over the music, grabbing Spencer's hand in his. "We'll be back," he tosses over his shoulder as he drags Spencer back through the crowd. Spencer looks over his shoulder at Ryan who is half up out of his chair, a protest ready on his lips, before Brendon puts his hand on Ryan's arm and says something that makes him sit down again.

~~~

It takes Spencer a minute to realize they're not heading toward the front and he digs his heels in and pulls on his arm where Jon is still holding his hand. "Gotta get my wallet," Jon says as he pulls Spencer through a door in the back of the bar.

Once they're through though, he turns around and presses Spencer against the door. Jon uses the hand that isn't still holding Spencer's to cup Spencer's chin and tilt his head back. Jon presses his lips hot and wet against Spencer's mouth, and someone groans when Spencer's lips slide open, allowing Jon's tongue to slide inside.

Jon tastes like cinnamon gum, beer and something that Spencer's never tasted before but wants to taste again and again and again. He moans and opens his mouth wider, makes the kiss wetter and harder and more. It's too much and not enough and so perfect that he never, ever wants to stop kissing Jon.

Spencer's entire body is on fire and tingling so hard that he can feel it in his eyelashes. He brings his hand up to fist in Jon's hair as he drags him closer still, their lips pressed so tightly together that it hurts. His other hand squeezes Jon's tighter and Spencer knows that if he looks down, their knuckles will be going from red to white.

He doesn't look down.

He just keeps kissing Jon like there's nothing else in the world he'd rather do, which there really isn't, because this is seriously the best thing he's ever felt. It's better than that one time he beat Ryan at Guitar Hero, better than Christmas, and Jesus, and Spencer doesn't even care if that makes him a bad person.

Jon makes a noise against Spencer's mouth and pulls back, taking Spencer's bottom lip with him, tugging on it with his teeth, and Spencer shudders, breaths coming out hard and fast. "Holy shit," Jon says and Spencer nods, his hips pressing into Jon's thigh in small, stuttering bursts. Jon leans in again and bites Spencer's jaw before he hovers over Spencer's mouth, causing Spencer to make tiny, needful noises in the back of his throat. Jon doesn't lean in though, he just waits, mouth so close that it makes Spencer's mouth water in anticipation.

It finally occurs to Spencer that Jon is waiting on him, asking a question with his mouth without using any words. Spencer is maybe a little dazed and a whole lot confused about how this happened, but he's certainly not complaining that it _is_ happening, so he leans in and closes the distance between them and kisses Jon this time around. Jon shows his approval by slamming Spencer back into the wall and pressing his thigh up hard between Spencer's legs.

When they break apart again, Jon rests his head in the crook of Spencer's shoulder and tries to breathe as he continues to lay small open-mouthed kisses along Spencer's neck and shoulder and collarbone. "I think pie is going to have to wait," he finally mumbles against Spencer's skin.

"Oh, I thought maybe pie was code for something else," Spencer says and Jon laughs against his neck.

"Um, no. I was actually thinking pie when I suggested it. But pie later, after," Jon says.

Spencer nods and swallows, his hands shaking a little with nerves, because this isn't how he imagined it happening when he took the time to think about it and Spencer is seventeen, so of course he's thought about it. It's pretty much all he thinks about, but the back of a bar with a guy he just met was never a scenario he fantasized about. Amazingly, he hears himself saying, "Yes, yes. Just... Hurry, Jon," as he slides his hands up Jon's back, under his shirt where he can touch Jon's skin, warm and soft and yes. Spencer didn't even know want like this _existed_ , and he wants so badly right now that the thought of not getting what he wants makes his eyes water and sting. His voice sounds foreign and far away when he says, "Touch me. Please, just touch me."

Jon's hands are already working Spencer's belt buckle loose between them and Jon is muttering, "fuck, fuck, fuck," as his fingers slip and stumble on the button of Spencer's jeans. Spencer busies himself by biting at Jon's earlobe and neck until Jon pulls away suddenly and then presses back in, laying his forehead against Spencer's and rolling it so their skulls mash together. "Spencer, Spencer," Jon says hotly against Spencer's face. "We need to move from this door. We need to..." Jon points over his shoulder and Spencer nods as Jon twines their fingers together and drags Spencer further into the back of the bar.

Jon opens another door at the end of a short hallway and they end up in a small storage room, the walls lined with various bottles and jars. Spencer's hand is shaking in Jon's, and it won't stop no matter how much he wills it to. Jon puts Spencer in front of him and looks him in the eye and they stare at each other until Spencer can't look anymore, and he shifts his gaze to some point over Jon's shoulder.

"Spencer," Jon says quietly. He doesn't say anything else until Spencer looks at him again. "We don't have to do this. Let's go get pie." Spencer's head is shaking before Jon's finished speaking. Because no, just no. Spencer is doing this. Spencer wants to do this, just _wants_ , in a way that's beyond reason. That alone is proof enough that Spencer must really want to do this, because if Spencer is anything, he is always completely reasonable.

Jon smiles sweetly at him like Spencer is some scared kid, and okay, it's mostly true. He is scared and he is a kid, but he wants this. He wants Jon. "I don't want pie," Spencer whispers. "I want you to kiss me again. I want you," Spencer finishes and then takes in a sharp breath when Jon's eyes go wide and black and then they're kissing again, and it's so, so good.

Jon backs Spencer further into the room until Spencer's thighs hit the back of a plastic table up against the far wall. Jon puts both his hands on Spencer's hips and urges him up onto the table and then slips into the V of Spencer's thighs and kisses down his throat. "Stay right here," Jon says before moving away and heading toward the door. "Don't move. I'll be right back." Jon opens the door and disappears down the hallway, leaving Spencer turned on and breathing hard in the quiet of the store room.

He wants to get up and follow or at least ask where Jon is going, but his limbs are heavy and tingly and his tongue is thick in his mouth. He just sits instead and thinks about how he's about to have sex in a bar with a totally hot stranger and then he maybe flushes pink and bites his own fist which is how Jon finds him when he comes back through the door.

"You are so fucking hot," Jon says as he walks across the room and lays a bottle and a condom package on the table next to Spencer's thigh. Spencer turns a darker shade of red, if that's even possible, when he realizes the bottle is lubricant and _holy shit_ this is really happening. "Hey," Jon says and Spencer looks up and then covers his face with his hands because Jon's just looking at him with hot eyes. "Hey," Jon says again as he wraps his hands around Spencer's wrists, pulling Spencer's hands away from his face. "Really fucking hot," Jon whispers. "Let me look at you."

Spencer takes a deep breath and tries to push down the worst of his nerves before he leans in and kisses Jon on his cheek, then his lips again. Jon pulls Spencer's t-shirt up and Spencer lifts his arms and lets Jon pull it over his head and toss it to the side. He runs his fingers slowly along Spencer's upper arms and then down his chest. Everywhere his fingers go, Spencer's skin breaks out in goose flesh, making Spencer shiver and gasps as Jon makes his way across a nipple and then down to his soft belly.

Jon tucks his fingers into the waistband of Spencer's jeans and wraps his fingers around Spencer's hips, pulling him toward the edge of the table. He lifts his hips to help and Jon works his pants down over his hips and past his thighs. Jon laughs when they sort of get tangled together, Jon standing in the V of Spencer's legs, Spencer's pants around his thighs and his shoes still on.

Jon goes to his knees, and Spencer tries really hard not to hyperventilate as Jon works his shoes off and then pulls his jeans and boxers all the way off. He's suddenly very aware of how completely naked he is and how completely not naked Jon is. "Jon," he whines and there's more, he's sure he was going to say more until Jon looks up at him and smiles and kind of _crawls_ forward on his hands and knees and then bites the inside of Spencer's thigh. He stops trying to talk after that.

Jon, it turns out, is a fucking tease. He bites and kisses around Spencer's thigh and knee before he moves up and mouths at Spencer's hip. He licks up Spencer's stomach and kisses and tastes every inch of Spencer's skin _around_ Spencer's cock, without ever actually touching said cock. Spencer thinks he might die, seriously _die_ , if Jon doesn't do something soon.

Spencer's digs his fingers into the muscle of Jon's shoulder in a kneading motion until his mind finally snaps and he fists Jon's hair and raises his hips up off the table in frustration. Jon laughs and his hot breath ghosts over the head of Spencer's cock and Spencer is about to actually beg until he feels Jon's tongue lick up the underside, making both of them groan simultaneously.

Things get kind of blurry after that. Jon's mouth, wet and hot and messy on Spencer's dick kind of scrambles his brain. He tries really hard to keep his ass on the table and ends up failing miserably, his hips bucking up into Jon's mouth at random. Jon's pretty good at anticipating when Spencer's going to lose control and he pulls back a little every time, keeping Spencer from choking him.

Spencer talks, can't seem to shut up, as random sounds and words spill from his lips in an almost constant stream. Jon doesn't seem to mind and Spencer can feel the hand Jon doesn't have wrapped around the base of Spencer's cock shaking against Spencer's hip. Jon's mouth keeps working Spencer until he pulls off slickly, making Spencer look down. He has to actually count to ten to keep himself from coming all over Jon's face. Jon's eyes are almost completely black and his lips are swollen and shiny with spit and Spencer's precome, and _holy shit_ it's the sexiest thing Spencer's ever seen.

"Holy shit," Spencer groans. "You are the sexiest thing I've ever seen."

Jon's eyes go impossibly darker and he smiles and gets up on his feet, reaches for the lube and says, "I'm going to fuck you now."

Spencer's heart hammers in his chest, and yes, he wants this. He's also self aware enough to know he's sort of scared out of his mind because this is really happening and it's kind of terrifying and amazing all at once. Spencer's brain is throwing a million questions at him. What if it hurts? What if it's bad? What if Jon thinks it's bad?

Jon must see something in his eyes because he lays his palm against Spencer's cheek and says, "Hey, I don't do this, just so you know. I don't do this either, with someone I just met."

It's nice to hear, but it's doesn't exactly help since Jon may not do this with strangers, but at least he's done this with _someone_ before. Spencer hasn't, but he wants to. He wants to with Jon, and he's afraid if he says all of that, Jon will stop and he really, really doesn't want Jon to stop. So he just nods and smiles and leans in to kiss Jon's mouth, and Jon still tastes like cinnamon and beer and Jon, and now something else too that Spencer realizes must be himself. He groans against Jon's lips. Every inch of Spencer's skin is hot and he thinks if Jon doesn't do something soon, he may burn up, turn to ash and float away. Spontaneous combustion isn't really the way Spencer imagined going out, so he begs, "Please, please," against Jon's mouth.

Jon is apparently the best person ever, because he pushes Spencer back on the table until he's laying on his back with his hips at the very edge. Spencer feels peeled open and exposed and he holds his breath until he hears Jon flip open the cap on the lube. Then there's a cool finger at Spencer's entrance, and Jon is working it inside, slow and steady. Spencer gasps and digs his nails into the palms of his hands.

"Relax," Jon says as he curls his finger up just right, causing Spencer to whine and buck his hips off the table.

"Jesus, fuck," Spencer says between gritted teeth.

Jon works him open slowly, so slowly that Spencer thinks he's either going to need to be institutionalized or he's going to embarrass himself and come before they get to the point of this whole thing. He is so turned on and tuned out that either option is starting to look better than the current torture. Jon keeps adding fingers until there are three inside Spencer. He feels full and good, with an edge of pain that never really goes away even when Jon crooks his fingers and pushes against Spencer's prostate.

"Jon," Spencer finally says when he realizes he's not going to last if Jon doesn't stop soon. "Jon... you have to. I'm gonna..." Spencer trails off and digs his fingers into Jon's shoulders and Jon's nodding, his fingers pulling out of Spencer's body and going to the button of his jeans and _God_ , Jon hasn't even taken his clothes off yet.

Jon pushes his pants down over his ass, hands shaking as he reaches for the condom next to Spencer's hip. Spencer closes his eyes and hears foil rip and Jon make a frustrated noise as he rolls the condom on. Spencer's eyes fly open wide and his entire body tenses up when he feels Jon's cock trying to fill up the space his fingers just left.

"Spencer, relax," Jon whispers as he pushes in slowly, hips pushing forward in short jerky motions. Spencer's eyes tear up because it fucking _hurts_. It hurts so much that most of Spencer's thought process is devoted to telling himself to get it over with so he never has to do it again.

Jon grabs both of Spencer's hands in his and pins them above Spencer's head, locking their fingers together so Spencer can squeeze his knuckles against Jon's and that's nice. It's comforting somehow. Then, Jon kisses him again, slow and distracting and that's nice too. It's all sort of nice except for the really big dick currently working it's way into his ass. Finally, _finally_ Jon sits fully inside Spencer, and Spencer takes a deep, unsteady breath against Jon's lips. It gets easier after that, as Jon pulls out and thrusts back in slowly, again and again.

Jon moves his hands from Spencer's wrists to his hips and he pulls up, lifting Spencer's hips off the table enough to change the angle of his thrusts, so that the head of his cock is bumping Spencer's prostate on every stroke. After that, things go from easier to good like Jon flipped some kind of switch inside Spencer's body.

Spencer bites into his own lip every time Jon hits his prostate, until his bottom lip is bruised and swollen. Spencer knows it's going to hurt tomorrow, but right now, he can't feel anything but flashes of pleasure up his spine and Jon's fingers digging into his hips. Spencer's cock is hard and red against his stomach and while the new position makes Spencer see stars with every thrust, it also leaves him without the friction of Jon's shirt and stomach against his cock.

"Jon," Spencer finally pants, or whines, whatever. It's all starting to feel really good, even around the burn in his ass. Spencer totally takes it back. He is definitely doing this again. "I need you. I need you to..." Spencer doesn't even finish getting the sentence out before Jon is letting Spencer's hips drop back to the table so he can wrap a hand around Spencer's cock.

Spencer's mostly done after that. Jon twists his hand a few times and Spencer comes so hard it gets everywhere between them; Jon's shirt is completely ruined, and Spencer possibly has come in his hair. He can't bring himself to care as he goes boneless and useless. Jon thrusts his hips a few more times and then he's coming too, biting down on his bottom lip.

Jon collapses on top of Spencer, both of them heaving breaths against each other's skin. The walls of the room are vibrating with the music being played on stage, which makes Spencer suddenly remember where they are. He feels like they've been in this room forever, but the band is still playing their set, so he knows it really hasn't been that long.

Spencer runs his fingers idly through Jon's hair, sticky with sweat, and sighs contentedly. He feels really good right now.

Jon looks up and smiles, propping himself up on his hands like he's doing push ups over Spencer's prone body. "I'm gonna get off you now," Jon says before he leans down and kisses Spencer's mouth sweetly and then pulls away. Spencer winces when Jon pulls out and then he sits up awkwardly, feeling uncomfortable and sore. It's not bad exactly. It feels like he just ran a marathon, tired and burnt out, but accomplished. Jon disposes of the condom and pulls his jeans back up, leaving him clothed and Spencer completely naked again.

"Umm," Spencer says looking around for his clothes. Jon smiles at him and leans down to pick Spencer's pants up off the floor. He hands them over and then walks across the room and grabs Spencer's shirt too.

"Hey," Jon says as Spencer pulls his boxers and pants up. Jon is standing in front of him holding his shirt out and looking at him so intensely that Spencer has to look away to keep from blushing. He takes his shirt from Jon's hand and pulls it over his head and thinks now would be a great time for the floor to open up and swallow him whole. When his head pops out through the collar of his shirt, Jon is closer, like right there, and Spencer breathes in and holds it. "I'm going to kiss you now, okay?" Jon finishes.

Spencer just nods and exhales against Jon's mouth. He's maybe starting to think Jon's mouth is magical because all of Spencer's nerves just disappear and everything is good again, like world peace, puppies, kittens, and coffee-on-a-rainy-day good.

"So," Jon says pulling away. "I owe you pie."

Spencer laughs and says, "Coffee too."

Jon smiles and pushes his nose against Spencer's in a kind of Eskimo kiss. "No," he says, still smiling. "The coffee was totally code."

~~~

Jon has Spencer fed and in front of the bar a good fifteen minutes before 2:00 am, but Spencer's phone is already buzzing annoyingly in his pocket. It makes making out difficult what with the being distracted. "God," Spencer huffs, annoyed when he has to pull away from Jon's mouth to take the phone out. He flips it open and reads Ryan's text message. _still alive?_

Spencer laughs and then texts back quickly, _out front. see you in a minute._ Then he reattaches himself to Jon's face.

Ryan clears his throat loudly a few minutes later and Spencer looks up dazed, lips swollen, fingers warm under Jon's shirt. "Hey," Spencer says and smiles.

Brendon is bouncing next to Ryan, a stupid grin plastered to his face as he looks at Spencer and Jon. He's going up on his tip toes over and over again, his hands stuffed into his pockets. "Hi," Brendon says back and then, "Hi, Jon! Good night?"

Jon grins and says, "The best," against the skin of Spencer's neck.

Brendon laughs, but Ryan remains sort of silent, his face drawn and stony. "We're going now, Spencer," he finally says. "Nice meeting you, Jon," he continues in a tone that makes it clear it really hasn't been nice at all.

Spencer sighs, because this is easily the best night of his fucking life and he's so not letting Ryan's bitchy mood change it. Brendon gives Spencer a look and then shrugs his shoulders and smiles again before he says, "It is late and the three of us have class tomorrow."

Jon leans back and looks at Spencer. "You're in school?" he asks and Ryan mutters something under his breath that Spencer can't make out.

"Just community college," Spencer says rolling his eyes.

Suddenly, Ryan is there, grabbing his hand and tugging a little bit. "Okay," he says. "We're going now. Tell Jon bye."

Spencer wants to argue, because Ryan is being a complete asshole. He doesn't though, because it _is_ late, and Brendon can't really leave without Ryan, and Ryan clearly isn't leaving without Spencer, and Spencer likes Brendon. Brendon isn't being an asshole. He pulls his hand free and gives Ryan a hard look. "Two minutes and you standing over there," Spencer says pointing to a light pole ten feet away. "I'll be right there."

Ryan glares, but he grabs Brendon's hand and gives Spencer space.

"I don't think your friend likes me very much," Jon says, but he's smiling.

Spencer huffs and rolls his eyes again. "He's just... over protective."

Jon nods and then kisses Spencer's mouth lightly. "So hey," he says as he pulls away. "I know there's that rule about not calling someone for three days after the first date. But I'm totally going to call you tomorrow, and I just wanted to know, on a scale of one to ten, how pathetic is that going to make me?"

Spencer bites his lip and smiles so hard his cheeks hurt and then he gives up and laughs. He grabs Jon around the neck and kisses him hard. "I'll talk to you tomorrow, Jon Walker."

"You will, definitely," Jon says. Spencer walks backwards toward where Ryan and Brendon are waiting for him and Jon puts his hands in his pockets and rocks back on his heels twice before he turns and walks back into the bar. Spencer watches until he can't see him anymore and then turns around to find Ryan glaring at him and Brendon obviously torn between laughter and worry.

"What?" Spencer asks defensively, his question aimed at Ryan's mutinous face.

"Oh my God, Spencer, you _know_ ," Ryan says and Spencer blushes because, oh God, is it that obvious? "Where did you even find a place to do it?"

"Do what?" Brendon asks as they start walking. He looks at Spencer and takes in his flushed cheeks and then his eyes get huge. "Oh, _Oh!_ Oh, my God. I mean, that's sort of awesome, right?"

"Shut up," Ryan snarls as he walks faster.

Brendon looks at Spencer, a question in his eyes and Spencer just smiles and shrugs before he whispers, "Totally, totally awesome."

He and Brendon snicker like twelve year-olds, and Ryan huffs and walks faster.

~~~

Spencer wakes up early on Wednesday to find Brendon asleep on the couch. Ryan's bedroom door is open and his backpack is gone from the kitchen table, so Spencer assumes he made it to class. Spencer walks over and pokes Brendon until he makes a noise and says something that sounds like, "What?"

"You missed class," Spencer says groggily.

"Coffee," Brendon says into his pillow and even though it's not really the proper reply to Spencer's statement, it sounds like a pretty good idea.

Spencer makes coffee and pours them both cereal. Brendon sits at the kitchen table and rubs his eyes adorably for a good two minutes before he takes a sip of coffee and pours some milk over his Cocoa Pebbles.

Spencer flips his phone open and then closes it and puts it next to his bowl before he takes his first bite.

Brendon smiles at him across the table. "It's only 10:00 and he had to help the band break stuff down last night. And then they usually go back to William's and party until the sun comes up." Brendon takes another sip of coffee.

Spencer nods around his next bite of cereal and shrugs like he's unconcerned, like he hasn't checked his phone half a dozen times this morning just to make sure the ringer's on its loudest setting.

Brendon smirks knowingly. "Seriously, Spencer, he probably went to sleep like three or four hours ago. Jon Walker is like the best thing ever. He'll call. I promise."

"Better than Ryan?" Spencer asks and laughs out loud when Brendon chokes on his cereal.

When Brendon can breathe again he says, "Well, if you'd asked me that yesterday, I would have said absolutely not. But, yesterday I was excited about Ryan letting me hold his hand and then you had to go show me up by having awesome sex with Jon, so..."

"Brendon!" Spencer says blushing. He gets up to rinse his bowl and hears the legs of Brendon's chair scrape as Brendon gets up as well.

Brendon hooks his chin over Spencer's shoulder and Spencer can feel him starting to vibrate as his coffee kicks in. Brendon wraps his arms around Spencer's torso and says "It was awesome sex, wasn't it, Spencer Smith?"

Spencer turns around as best he can with Brendon's arms still around his middle. Brendon has this evil grin on his face, like he just did something really naughty and knows he's going to get away with it.

Spencer laughs, sharp and deep, because he is going to get away with it. "You know what?" Spencer asks rhetorically before continuing. "You should take me out today, since we're both obviously playing hooky. You should show me Chicago."

Brendon's entire face lights up. "Okay!" he says, and Spencer can see the wheels already turning in Brendon's head as he finally lets go of Spencer and wanders over to his backpack next to the couch. "I need to make a list. What do you want to see? Oh! We should go to the Navy Pier and ride the Carousel." Brendon pulls out a notebook and starts to write as he continues to ramble about potential points of interest.

Spencer smiles and pads back down the hallway to his room to get dressed, leaving Brendon babbling to himself in the living room. He takes a minute to congratulate himself on distracting Brendon and then he checks his cell phone one more time before sighing at how pathetic he's become in the span of one day. Spencer can still hear Brendon shouting things at random as he lays his phone on his bed and walks over to the closet to find something to wear.

~~~

It's after 4:00 pm and Spencer feels horribly nauseous. Brendon looks concerned, flitting around Spencer's back as Spencer leans against the wall of a building near the pier. Spencer spits a couple of times, wincing at how gross it must look to anyone walking by, and then he takes a deep breath to try and keep himself from throwing up.

"Maybe it was the corn dog," Brendon says behind him. "Or the funnel cake... or possibly the pizza." Spencer groans and Brendon lays his palm against Spencer's back and rubs soothing, warm circles.

Spencer hums in the back of his throat and swallows a little bile. "I think it's time to go home now," Spencer says, as he pushes himself away from the wall and wraps his arms around his stomach.

"Cab?" Brendon asks. Spencer nods and Brendon goes to flag down a cab.

Spencer doesn't really want to spend money on cab fare, but the idea of riding the El back to their side of town makes him want to cry. So he'll suck it up, and dish out the cash, and live on ramen for the next little while. Cabs are a dime a dozen on this side of town, hundreds of cabbies looking to rip off tourists who don't know what they should be paying to get around the city, and Brendon flags one down in no time.

Brendon opens the door for him and Spencer slides in first, Brendon right behind him asking the cabbie for rates after he gives their address. They haggle for a minute and agree on a price that still makes Spencer cringe internally before they're rolling away from the curb. The cab smells like BO and pine-scented air freshener, which isn't helping Spencer's stomach at all. He rolls his window down, despite the cold, and then leans his head against Brendon's shoulder.

He falls asleep, and what feels like a minute later, Brendon is shaking him awake in front of the apartment building. "Come on," Brendon whispers tugging on Spencer's arm.

"The fare," Spencer says, rubbing his eyes in confusion as the cab pulls away. Brendon is pulling him toward the apartments and up the appropriate number of stairs before Spencer is really even awake yet.

"I paid him," Brendon says. "Don't worry about it."

Spencer frowns and uses the hand Brendon isn't tugging on to pull his wallet out of his back pocket before asking, "How much?"

"I said don't worry," Brendon answers, and Spencer stops walking, digging his heels in until Brendon is forced to stop too.

"You're not paying, Brendon. If I hadn't gotten sick we could have ridden the El and I know that trip was at least fifty bucks." Spencer glares at Brendon when he finally turns around.

"We'll split it then," Brendon says, but Spencer is already shaking his head and Brendon sighs, exasperated. "Look, I rode in the cab too and I'm not complaining about the fare when it means we got back here faster. You can get into bed and I can go and maybe try to get Ryan to make out with me. So, you know, it's a fair deal to split it, okay?"

Spencer smiles and then his stomach does this awful flipping thing, and to Spencer's horror, he starts crying for no apparent reason. Brendon looks suitably freaked out, but he still steps forward and wraps Spencer up in his skinny arms and starts clucking at him the way Spencer's mother might if she were here. Spencer really hopes he doesn't puke on Brendon, because Brendon has been really nice about everything today.

"What's the matter?" Brendon asks, running his hands over Spencer's back.

Ryan decides that moment is the perfect time to open the door of the apartment and look out onto the breezeway. Spencer's eyes catch with his and Ryan's get wide, all the blood draining out of his face as he sees Brendon and Spencer clutching each other. He takes a step back into the apartment and closes the door without saying a word.

"Fuck," Spencer says, pulling away from Brendon. Brendon is looking curiously at him and Spencer glares at him and says "Fuck." again just because he can. "Come on, I have to go kill Ryan now and then I'm going to bed." Spencer grabs Brendon's shirt sleeve and marches up to the apartment.

The door is locked which only makes Spencer even more pissed. As soon as he's got it unlocked, he's shouting and marching toward Ryan's room. "Ryan Ross!" he yells as he flings Ryan's door open.

Ryan is lying on his bed reading the newest Rolling Stone, looking bored and unconcerned. "Yes," he answers his voice even more monotonous than usual.

"Oh, fuck you very much," Spencer says. "I'm having a really shitty day and I don't need your bullshit on top of it. I feel pukey. It's been a really long day. I'm running on a few hours of sleep, and I do not need you doubting thirteen years of friendship by thinking I'd steal your potential boyfriend."

Ryan's eyes get huge and his cheeks blush furiously as Brendon makes an interesting squeaking sound behind Spencer's back. "On that note," Spencer continues, "I'm going to go puke now and then I'm going to bed."

Ryan is still sitting on the bed looking at Spencer like he's lost his mind. Spencer turns around and moves past Brendon and then stops and turns toward the two of them again. "And can the two of you hurry up and make out already? You're both driving me crazy." With that, Spencer slams into the bathroom.

~~~

Spencer's not sure how long he sleeps, but it's dark out when he finally stumbles from his room. Ryan's sitting on the couch by himself watching an episode of _Pimp My Ride_ on MTV.

"Brendon go home?" Spencer asks sitting down next to Ryan. He leans over and lays his head across Ryan's lap, using Ryan's thigh as a pillow.

Ryan nods his head yes and runs his fingers through Spencer's hair without taking his eyes off the TV. "Feeling better?" he asks, as his nails scratch Spencer's scalp soothingly.

Spencer suddenly feels like crying again, his eyes welling up on him against his will. His chest feels tight and his stomach feels like it used to when he had to bring home a failing grade on a paper for his parents to sign. "It's so stupid," Spencer whispers fiercely. "I'm so stupid."

Spencer fights against the tears, keeps them from slipping down his cheeks and Ryan stays quiet above him, until the silence stretches out too long and he finally says, "You want to talk about it?"

Spencer shakes his head and tucks his face against Ryan's leg and breathes. Ryan pets his head and doesn't say anything else. Spencer knows Ryan won't push. He knows Ryan and Ryan knows him, and Ryan won't push because it wouldn't do any good. Spencer never lets anything go until he's good and ready.

It's maybe an hour later and the room is completely dark except for the flickering of the TV. Some other reality show has taken over for _Pimp My Ride_. Ryan's fingers are still stroking Spencer's hair softly, comforting the best way he knows how. Spencer's breath is choppy and uneven in the quiet. His throat is sore from holding his tears in. He sits up and looks over at Ryan.

"Ready for bed?" Ryan asks quietly and Spencer nods and gets up. Ryan gets up too and they both go down the hall toward the bedrooms. Spencer's room is first and they stop at the door, Spencer staring over Ryan's shoulder, his mouth set in a tight line.

"Spencer?" Ryan says, confused. Spencer knows he wants to help and feels useless.

"Why hasn't he called?" Spencer says suddenly. "I mean... why did he say he'd call if he wasn't going to? I just. It's so stupid, and I feel stupid because it was just a thing right? I mean, he probably does stuff like that all the time, and I should just grow up and realize it was just a thing. God, forget it." Spencer runs his fingers through his hair and turns in to his room. "It's stupid," he says again as he pulls his comforter back. "I'm just being a dumb kid."

Ryan comes into the room behind him and grabs his arm, turns him around until Spencer is forced to look him in the eye. "You, Spencer James Smith, are _not_ stupid. You've never been stupid a day in your life and you never will be. You're the best person I know, and if that idiot doesn’t see it, we should both just feel sorry for him, because he's obviously the dumbest person alive."

Ryan's face is fierce, his eyes hot and full of hate the way Spencer only ever remembers seeing them after a run-in with his father. Ryan shoves Spencer into the bed and then climbs in with him, until they're both curled around each other, Spencer's head resting on Ryan's shoulder. "I know it doesn't help," Ryan whispers into the dark. "But he doesn't deserve you, and he certainly doesn't deserve your tears."

Spencer nods and closes his eyes ,and if he dreams about warm brown eyes and kisses so good they make his toes curl, well, he's the only one who ever has to know.

On Friday, Spencer's phone rings and he stops breathing for a minute when he looks at the display. It's a Chicago number that Spencer doesn't recognize. The only person who has Spencer's number in Chicago besides Jon is Brendon, and he's been programed in since the day Spencer met him. Brendon stole his phone and did it himself. Spencer swallows and answers and closes his eyes when he hears Jon's voice on the other end.

"So, I'm a complete asshole, but I have good reason," Jon says right off the bat. "The way I see it, you have two choices. You can break my heart and hang up on me and I wouldn't blame you even a little bit. But, and I'm really hoping you go with this second option, you could also let me explain why I've been MIA for three days over a cup of coffee." There's an odd moment of silence as Jon chokes and coughs realizing what he just said, before he continues, "Umm, and I mean actual coffee too. The kind that comes in a cup, not the back of a bar."

Spencer bites his lip and holds his breath to keep himself from laughing because, fuck. It should not be this easy for this guy to swoop in and screw Spencer's head and heart up in a matter of a few days.

"You didn't hang up on me did you?" Jon asks when the silence stretches a little too long.

Spencer shakes his head and then remembers that Jon can't actually _see_ him and so he manages to force out a, "No," before he goes quiet again.

"So, you should meet me. Say you'll meet me and then actually come and meet me as opposed to saying you'll call me and then not calling for days even though you have a totally valid excuse." Spencer thinks Jon is probably smiling on his end of the phone. He thinks that should probably annoy him because Jon was supposed to call and he didn't and he made Spencer cry which is a really hard thing to do. He knows he should hang up and move on and never think about Jon Walker again.

"Okay," Spencer hears himself saying. "But you come to me." Spencer rattles off the address to his cafe around the corner and agrees to meet Jon there in an hour.

It takes him fifty-five minutes just to decide what to wear which makes him fifteen minutes late, but Jon is still there, waiting nervously at an inside table.

"Sorry," Spencer says as he sits down across from Jon.

Jon looks relieved and then he just looks, eyes scanning Spencer's face, lingering on his eyes for a little bit before moving on to stare at his mouth and then on down until he can't see anymore through the table between them. "It's okay," he says as he brings his eyes back up to look at Spencer's face again. "I don't think I can complain about being kept waiting."

Spencer hums and nods. "So, I'm ready for this really awesome excuse."

"Oh," Jon says, "I thought maybe coffee first."

"No, I think I'd like to hear your story first," Spencer replies nonchalantly.

"You're a tough nut, Spencer," Jon says, but he's grinning again. "Okay, so, I have this friend Bill who sings for the band you didn't see on Tuesday. He's sort of a princess and blah, blah." Jon waves his hands through the air like that's going to help Spencer define _blah, blah_.

Spencer nods anyway to indicate he's following along just wonderfully so far.

"And Bill dates his guitarist, Tom. Who just happens to be my best friends in the whole world," Jon continues. "So, Wednesday, I woke up to the relationship equivalent of World War III going down in Bill and Tom's apartment where I just happen to be crashing on the couch. Apparently Bill slept with someone else, which... is sort of a normal Bill thing to do. Tom should probably be used to it by now."

Spencer nods again and says, "You have interesting friends."

Jon laughs and it's kind of hot the way his Adam's apple moves in his throat. But, Spencer is absolutely not thinking that, because Jon's a bad person who didn't call and Spencer totally hasn't forgiven him yet. "God, you have no idea," Jon says. "I'm not even to the good part yet."

Ten minutes later, Spencer is looking horrified. "Is he okay?" he asks.

"Yeah, he had a concussion and the hospital kept him for two nights for observation, but he's fine," Jon says. "I can't say the same for the mirror Bill threw, but you know, casualties of war, man."

Spencer stares at Jon, eyes wide and mouth agape. "So, you spent two days in the hospital with your concussed best friend and that's why you didn't call me?"

"Yes, pretty much," Jon says. "Can I buy you coffee now, or are you still justifiably mad?"

"I'm actually sort of amazed that I believe you," Spencer says. "That's the most ridiculous story I've ever heard."

Jon grins and raises an eyebrow. "The most ridiculous part is that they got back together this morning. I told them on my way out the door that if you didn't forgive me I was coming back and killing them both. Don't make me responsible for a double homicide, Spencer Smith."

Spencer sighs and then grins back before saying, "I'll have a mocha, with an extra sugar packet and some cinnamon sprinkles." He doesn't feel even a little bit bad as he watches Jon fork over money for the coffee Spencer could have gotten them for free.

~~~

On Saturday night Spencer parades around the living room in various outfits. He and Jon are going on their first official date, and he has no idea what to wear or where they're even going, since Jon won't tell him. Brendon claps and purses his lips and gives his honest opinion on every single thing Spencer tries on. Which means he basically sits around and tries to find new ways to tell Spencer he looks fabulous.

Ryan stays in the kitchen and studies. At least, he pretends to, but Spencer catches him watching every now and then. Every time he gets caught his eyes flick away and back down to what ever book he's pretending to read.

"Can you stop pretending to study and come in here and help me get ready for my date?" Spencer finally asks when he's had enough.

Ryan looks up with a neutral expression. Spencer wants to be annoyed at Ryan for being so uncaring, but the expression isn't far off from Ryan's regular one. Spencer isn't sure he's reading Ryan right and that in itself is sort of annoying. "I'm not pretending," is all Ryan says before going back to his book.

Spencer huffs and then walks over to the table and slams Ryan's book closed and shoves it across the smooth wood, causing it to slide off onto the floor.

"Hey!" Ryan says indignantly.

"Okay, you don't like him," Spencer says. "Your opinion is duly noted. Now can you please come be my friend? Because the last time I checked, you still liked me and I could use your help."

Ryan has the decency to look ashamed, but he sighs and shrugs his shoulders to save face before he pushes his chair back and follows Spencer into the living room. They finally decide on a white button up shirt, jeans and Spencer's white loafers.

"Take a jacket," Brendon says when Jon calls to tell him he's ten minutes away.

"Okay," Spencer says grabbing his coat off the back of the couch.

"Don't forget your phone," Ryan reminds him.

Spencer pats his pocket to make sure his cell is still there. "Got it," he says.

"Call us if you need anything or something happens or..." Ryan trails off, his face pinched tight with concern.

Spencer smiles at him. "It'll be fine, Ryan. He's a really nice guy."

Ryan nods and makes a noise that Spencer knows means he doesn't quite believe that whole nice guy thing. Spencer can feel a fight brewing and as much as Spencer is all for clearing the air when it's necessary, he really doesn't want to get into it with Ryan right now. Their fights are always big, loud and exhausting when they both really mean it. Spencer doesn't have the energy for it right now. "So, what are the two of you doing tonight?" Spencer asks in an obvious bid to change the subject.

Ryan shrugs and says, "Nothing."

At the exact same time, Brendon smiles and says, "I'm going to work on getting Ryan to second base."

Ryan sputters and Spencer laughs and Brendon just smiles wider, his eyes practically sparkling with glee. Brendon walks over to Ryan and wraps his arms around Ryan's waist. He buries his face against Ryan's neck and laughs into his skin in between playful nips at his neck and earlobe. Ryan tries futilely to escape and Spencer laughs harder.

Spencer's phone rings a few seconds later and Brendon looks up eagerly from his assault on Ryan's neck. Spencer's palms suddenly feel sweaty and his phone feels slippery in his hand when he pulls it out of his pocket. "Hey," Spencer says into the phone. "Okay, cool. I'll be right down."

"He's not coming up?" Ryan asks when Spencer flips his phone shut.

"Ha, ha, no," Spencer says sarcastically, rolling his eyes. "You'll be mean."

"I will not be..." Ryan starts but Brendon stops him by slapping the palm of his hand over Ryan's mouth.

Spencer smiles and heads for the door, calling over is shoulder, "I love you, Brendon Urie. If Ryan doesn't let you get to second base, I just might."

Brendon's laughter follows him out the door.

~~~

Spencer laughs when Jon tells him where they're going.

"Not exactly the reaction a guy hopes for when his date plans are revealed," Jon says.

Spencer leans into him and kisses his cheek lightly as they walk. "Sorry. I went there with Brendon earlier this week and I got sick. So, you know, not the best first impression," Spencer says. "Then again, Brendon did make me eat an unspeakable combination of grease and sugar, so that probably didn't help."

Jon nods and slides his hand around Spencer's, twining their fingers together awkwardly in gloved hands. "No junk food. Got it. How does your stomach feel about making out on the Ferris Wheel?" Jon asks.

Spencer's stomach flips, which Spencer interprets as approval. "I think it's giving me a yes vote," Spencer says, smiling over at Jon.

Making out on a Ferris Wheel is pretty awesome, but also very cold. Spencer's nose and ears are pretty much frozen. He's sure his lips would be too if Jon wasn't keeping them warm with his own.

"It's fucking cold," Spencer says against Jon's lips, his breath coming out in foggy bursts. They're stopped again most of the way down. There's three or four gondolas in front of them left to unload and then they can go somewhere warm. Spencer's thinking somewhere warm with a bed would be really good.

Jon nods and sucks on Spencer's bottom lip while his hands burrow under Spencer's coat to clutch at his back. All their layers and their gloved hands get in the way of the groping they'd both like to be doing, but they make do somehow.

When it's their turn to get off the ride, Jon grabs Spencer by the hand again before he asks, "Hungry?"

Spencer is about to shake his head when he hears Jon's stomach growl, so he shrugs his shoulders instead and says, "I could eat."

They decide on Billy Goat Tavern and they both order cheeseburgers, Spencer's without onions.

"So, I know you don't like onions, that you're from Las Vegas, that your best friend is Ryan and that he doesn't like me," Jon says as he ticks off points on his fingers. "You somehow know Brendon Urie," he continues, "Your eyes are really blue and you have the greatest smile I've ever seen."

Spencer's blushing by the time Jon finishes. "Umm, thank you," he says as he bestows one of his smiles on Jon.

"That was my subtle way of telling you that I want to know everything about you," Jon says. "Tell me more."

Spencer smiles before saying, "Well, I'm a Virgo, I enjoy long walks on the beach, and..."

Jon laughs, which was Spencer's intent and they grin at each other for a bit, their feet bumping companionably under the table. "I'm a Virgo too," Jon says as the feet bumping turns into full on footsie. "But, I'm not a beach fan. Sand," Jon finishes, his nose wrinkling distastefully so that Spencer fully understands Jon's feelings for sand.

"Honestly, I'm not a fan of beaches myself. I'm from Vegas though, sand is a way of life around there. It's the creepy crawly things that freak me out," Spencer says.

Jon nods. "Okay, so now I know you're a Virgo and that you're a habitual liar. We're making progress."

Spencer takes a moment to reconcile himself to the fact that he is completely screwed. Jon Walker is a perfect being. "How the fuck are you for real?" Spencer asks.

Jon smiles and ignores his question and that's fine since it was mostly rhetorical anyway. "When is your birthday?" he asks instead.

"September second," Spencer says. "I'll be able to vote and buy cigarettes. It'll be amazing, I'm sure."

Jon's eyes get wider and he inhales sharply. "You're seventeen?"

Spencer shrugs. "Yep," he says and meets Jon's gaze level. He's not ashamed to be young, even though people try to make him feel like he should be half the time. He's young, but he isn't stupid or careless or indifferent, which is more than he can say for most of the adults he knows, his own parents not included.

"Wow," Jon says. "I think I need to go Google the age of consent now so I can see if jail is a possibility."

"Does it really matter at this point?" Spencer asks. "I mean, you're what eighteen, nineteen? Have those couple of years given you some vast knowledge you didn't posses at seventeen?"

Jon raises his eyebrow and gives Spencer an assessing look. "Decidedly not," Jon finally says. "In fact, I was living pretty clean at seventeen. The pot and beer have most likely made me less knowledgeable over the years."

Spencer grins, relaxing visibly as he says, "It's seventeen in Illinois, by the way. You're too pretty for the cell block."

"You're the pretty one," Jon says.

Spencer blinks a few times. "We'll just have to call it a draw and leave it at that," he says.

Jon reaches across the table and twines their fingers together. "Want to get out of here and go do some completely legal activities in a less public place?"

Spencer calls for the check and pays for it over Jon's protests. "I'm going to let you fuck me, Jon, but I'm not a girl," Spencer says a little more meanly than he intends. It occurs to Spencer he might have issues letting people pay for things.

Jon levels him with a look. "First of all, that's completely sexist. Second, I asked you out. I want to pay. Third, I'd appreciate it if you didn't talk to me like that. It pisses me off."

Spencer feels like an asshole, but he still has a point to make. "You paid for coffee and pie the first night we met. You paid for coffee yesterday. You paid for the Ferris Wheel. I can buy dinner," Spencer says trying his best to sound calm and reasonable.

"Fine," Jon says. "Just say that next time instead."

"I like things to be even," Spencer says. "I need them to be."

"I know you don't know me very well yet," Jon says looking at Spencer with intense eyes and his jaw slightly clenched. "So, I'm just going to tell you this and you're going to have to believe me when I say it. There aren't strings here. I don't expect anything from you. I hope for things. I'm an optimist like that. But, if you wanted to say goodnight right now, I'd say goodnight and that would be it."

Spencer looks at Jon and smirks knowingly. Jon huffs before he says, "Okay, fine. I might try to kiss you goodnight, but I know how to respect boundaries if I know where they are."

"Okay," Spencer says, nodding his head. One of the things Spencer likes most about himself is his ability to admit when he's being a jerk.

"Okay," Jon says like it really is okay.

"I'm sorry," Spencer says taking Jon's hand in his tentatively.

Jon sighs and says, "You don't need to be sorry, Spencer. I told you I want to know everything about you, even the stuff that might piss me off. It's part of it, you know?"

Spencer nods and asks, "Are you sure you're real?"

Jon squeezes Spencer's fingers harder and smiles before he slides out of the booth, Spencer sliding out of his side simultaneously. "You're pretty amazing too, Spencer," Jon says as he pulls Spencer to him a little and wraps his arm around Spencer's waist as they walk toward the door. "If you still want to," Jon continues, speaking low into Spencer's ear, "we can go somewhere more private because even if you're not jail-bait, we still have laws against indecency in Illinois and the things I'm thinking about doing to you right now are definitely indecent."

Spencer picks up his pace making Jon speed up too, their arms still wrapped around each other.

~~~

William and Tom's apartment is hang out central for all the members of The Academy, which Jon seems to be considered a part of even though he doesn't technically play in the band. Spencer spends most of his nights when he's not working at the coffee shop or studying, with Jon, curled up on the couch listening to everyone talk about music or drugs or both.

Sometimes Brendon comes and drags Ryan along, but they usually leave when the weed starts getting passed around. Ryan is barely tolerant of drinking, let alone illegal substances.

It's one of those nights, and Adam breaks out the bong early. It's not even nine o'clock and Brendon gets up before Ryan even says anything, stretching after more than an hour on the floor. "We're going to head out," he says to no one in particular.

Adam looks up from loading the bowl and waves before going back to work. "Catch you later, my friend," he says.

Brendon nods even though Adam is no longer looking at him. Ryan looks over at Spencer and asks, "You coming?"

Spencer looks at Jon and hears Ryan sigh in exasperation. It pisses him off enough to make his decision for him. "No, I'm going to hang with Jon."

Ryan nods and mutters something that sounds like "of course you are," but Spencer can't be sure. Spencer clenches his jaw and gets up off the couch grabbing Ryan by the hand. "Excuse us for minute," Spencer says heading for William and Tom's extra bedroom, which houses either Jon or Adam depending on which one calls dibs earliest in the evening.

He hears Tom say, "I hope he's not a thrower, we lose enough breakable shit to William's temper," before he closes the door, cutting off any further talk from the living room.

"Okay, we obviously need to talk. Which is partly my fault, because I realize that I'm the one who has to initiate these things, since you're easily the most passive aggressive person I've ever known. But sometimes I wouldn't mind if you would just tell me stuff without it having to get to this point," Spencer says.

Ryan glowers at him and doesn't say anything.

"Is this still about Jon?" Spencer asks. "Because with all do respect to your feelings, you haven't really even talked to him, and I've been dating him for a month now. So, you know, you don't really have a basis for your negative opinion."

"You never would have dated someone who drinks or smokes pot a month ago," Ryan says.

"A month ago I didn't know Jon," Spencer snaps back. Ryan takes a step back like Spencer's hit him and Spencer immediately regrets letting his temper get the better of him.

"You never would have said something like that to me a month ago either," Ryan says quietly.

Spencer breathes and closes his eyes, thinking carefully about what comes next. Ryan always takes care ,and Spencer is angry enough at himself for forgetting it that he needs to make sure it doesn't come through in his voice, lest Ryan mistake it as something meant for him.

"I'm sorry," Spencer says first, because he is and he needs Ryan to know it. "Can you, for one minute, put yourself in my place? And see that it's very difficult for me to have you, who I love the most in the world, violently disliking someone I'm pretty sure I'm falling in love with?"

Ryan looks like he's going to be sick to his stomach.

"Ryan, I'm not mad." Ryan snorts and rolls his eyes. "I'm not," Spencer says. "It's more hurt. It's just...you don't know him. You haven't even given him a chance to make it right with you and I appreciate that you're protective of me. I do. But...I mean, what if at the beginning, I had misinterpreted something between you and Brendon and then I never forgave him? How would it make you feel if I didn't talk to him? If every time he was around, I made it feel like you had to choose between us?"

"He made you cry," is all Ryan says in return.

Spencer sighs and walks over to Ryan and wraps his arms around Ryan's thin frame. "I love you," Spencer says, and smiles when Ryan relaxes against him. Spencer squeezes once, firmly, before letting him go and taking a step back. "Yes," he continues. "He made me cry, but he also makes me laugh. In fact, he makes me laugh a lot, and the truth is, he's probably going to make me cry again if we end up together for any length of time. People do that to each other. They hurt each other without meaning to sometimes."

Ryan is shaking his head as Spencer finishes. "Brendon doesn't make me cry," he says. "You don't hurt me."

"I do sometimes, and Brendon is an amazing freak of nature who you should thank God for every day."

"You don't," Ryan says, obviously agreeing about Brendon by skipping over that portion of the comment.

"Sometimes," Spencer insists. "But I try to say sorry when I do."

"Sorry," Ryan says.

Spencer smiles and says, "Me too."

"I'll try harder," Ryan says. "It's just that you don't cry, Spencer. Not ever, really, and I didn't like it."

"I didn't care for it much either," Spencer says seriously.

"Would you come home with us?" Ryan asks and Spencer swallows the dry knot that suddenly manifests in his throat. "I feel like we haven't spent any time together in forever."

"Ryan—" Spencer starts before he has to collect his words carefully. "I know you don't mean it this way, but do you see how it makes it seem like I'm choosing? We're obviously in here having an argument, and I'm pretty sure most everyone knows it's about Jon, and if I go out there and go home with you now, it seems like I'm choosing."

Ryan nods and goes to the door. "Wait here for a moment," he says as he heads into the living room. He comes back a moment later with Jon in tow. "It's been brought to my attention that I've been acting like a dick in regards to you," Ryan says to Jon once the door is closed again.

Jon raises an eyebrow and doesn't exactly disagree by saying, "You're being a cautious friend. I can understand that."

Ryan says, "I'm not comfortable around the alcohol and stuff, which are my issues, and not your problem. I do like to be around Spencer, though, and Spencer likes to be around you, and you are mostly here. And here is mostly a den of iniquity. You can see my dilemma." Ryan waves his hand around and takes a breath. He is talking so fast that Spencer wishes Brendon was in the room to see it. He would be duly impressed. "So," Ryan continues, "I was wondering if you'd maybe like to come to our apartment and hang out tonight? There's no beer, but we do have Guitar Hero, and Kool-Aid, and Spencer makes a killer cup of coffee what with him being a certified barista."

Jon is smiling by the time Ryan is done. "I'd love to," he says.

Spencer grabs Jon's hand and smiles at Ryan too. "You are the best best friend I know, Ryan Ross," Spencer says.

Ryan blushes, which makes Spencer smile more and harder. "Let's go get Brendon and go home before he gets into trouble," Ryan says heading for the door.

Spencer lets Ryan go ahead of them to collect Brendon. "Thank you," he says to Jon once they're alone. "You're a pretty decent boyfriend."

"I try," Jon says seriously. "But, only because you're the best sex I've ever had."

Spencer laughs and then says, "No good deed goes unpunished."

"Promises, promises," Jon says against Spencer's mouth.

"Yes," Spencer says.

~~~

Ryan beats them all at Guitar Hero, but Jon comes close. Ryan looks like he might be a little bit impressed.

"There should be Piano Hero," Brendon says dejectedly. "I'd kick every one's ass. Oh! Or Oboe Hero! No one would even come close to my mad oboe skills."

Ryan rolls his eyes and Spencer laughs with Jon. "Oboe skills are very important," Jon says when he's got his breath back.

"The oboe is fierce," Brendon says seriously.

"You could just practice the guitar more, you musical genius freak," Ryan says. "In fact, I think you let me win half the time."

Brendon widens his eyes innocently. "Ryan Ross, you hush. People will start to think I like you or something."

"I knew it!" Ryan shouts. "I knew you were cheating!" Ryan flies across the floor and tackles Brendon where he's sitting on the carpet, Ryan's fingers going for Brendon's stomach, making Brendon break out into a fit of laughter.

"Stop, stop," Brendon shouts when he can no longer breathe through the laughing. Ryan lets up, looking smug and happy. "Jesus, Ryan," Brendon says still trying to catch his breath. "Only you would call someone on cheating after you _won_."

"It's only winning if you're really the best," Ryan says.

"Oh," Brendon says. "Well in that case, you'll always win at everything ever."

Ryan smiles the most beautiful smile Spencer has ever seen. In that moment Spencer loves Brendon so much that he almost wishes he was Spencer's boyfriend, except for the part where Jon's hand is laying warm on his thigh, making him hot and twitchy in his own skin, and the part where Ryan is sitting on the floor with a goofy, happy look on his face.

"We're going to bed," Spencer announces, standing up and faux yawning.

Jon gives him a knowing look and heads toward Spencer's room. "Goodnight Ryan, Brendon," he throws over his shoulder.

"Goodnight," Spencer says toward the Ryan-and-Brendon shaped thing on the floor. He gets a mumbled goodnight in return.

~~~

In world history, Spencer likes learning about The Tudors the best. There is something about King Henry the VIII that appeals to Spencer's sometimes-vindictive nature.

"Did you know that King Henry only beheaded two of his wives?" Spencer asks Jon, who is currently nipping at the pad of Spencer's pointer finger. Spencer tries very hard to keep his breathing even as Jon's teeth send little sparks from his finger tip to the pit of his stomach.

"Mmm," Jon says, clearly distracted. They are in Spencer's room and Spencer is trying, mostly in vain, to study for midterms.

"The first one he beheaded was Anne Boleyn," Spencer continues, taking in a sharp breath as Jon busies himself with Spencer's middle finger. "He said she was a witch and that she cast a spell over him and that's the only reason he married her." Spencer gives up on his text book, slapping it closed to turn and look at Jon. "Apparently, when you're royalty, you can blame lust on witchcraft," Spencer says, pulling his finger from the heat of Jon's mouth to trail his finger tip wetly along Jon's bottom lip.

Jon smiles and asks, "Have you been bewitched, Spencer James Smith?"

"I'm a W.A.S.P., not royalty," Spencer says as he leans in to kiss Jon's mouth. "We tend to think there isn't a difference, but I'm pretty sure we don't have The Divine Right of Kings."

"Your history knowledge makes me hard," Jon says, nipping at Spencer's neck.

"My breathing tends to make you hard most days," Spencer says knowingly.

"True," Jon says. "Must be lust then," he continues as he peels Spencer's shirt off. Spencer's breath whooshes out unsteadily as Jon goes for the button of his pants next. Spencer reaches between them to start working on Jon's pants and closes his eyes when he sees Jon's eyes go glassy and black. Spencer loves that he's the one doing that to Jon. He loves Jon's eyes on him, loves Jon's hands on his hips, Jon's mouth on his skin, Jon. _Jon_.

Spencer moves down the bed, works Jon's pants down and off and takes Jon's cock into his mouth without preamble. Jon grunts and digs his fingers into Spencer's hair. "Jesus," Jon groans above him.

Spencer pulls off and says, "Spencer," before he takes Jon back in as far as he can without gagging.

Jon chokes on his laughter and then groans when the head of his cock hits the back of Spencer's throat. "I want to fuck you," Jon says, breathing hard.

Spencer hums his consent and then whines when Jon moves his hands from Spencer's hair to Spencer's armpits, lifting him off his cock. "I was enjoying that," Spencer says.

"I was about to embarrass myself," Jon says honestly wrapping his hand around his cock and squeezing hard. When he seems to have things under control he turns to Spencer and asks, "Hands and knees?"

Spencer frowns a little. He hates being on his hands and knees and Jon knows it. He hates not being able to look at Jon's face.

"It's better this way, trust me," Jon says and Spencer softens because he does. He doesn't answer, just gets off the bed and sheds his pants before climbing back on and getting into position. He hears Jon throw his own shirt off and then Jon is folding himself over Spencer pressing their skin together.

He feels Jon brush the hair from the nape of his neck and mouth there, kissing his way down Spencer's spine until he reaches Spencer's ass. He uses both hands to spread Spencer open and Spencer's breath catches a second before he feels Jon's tongue against him.

Spencer digs his fingers into the comforter and tries to keep his hand away from his dick. He's already so hard and turned on he thinks he might be able to come just from the feel of Jon's tongue working its way into his ass. Spencer's not sure how much time passes but eventually Jon adds a finger along with his tongue. Spencer whimpers when the finger nudges into his prostate.

Jon pulls away long enough to whisper, "So fucking hot, Spencer." He adds another finger, working his tongue between them and Spencer can't hold on much longer.

"Now Jon. Right now," he says. Jon pulls his hand and mouth away and grabs a condom off Spencer's nightstand. He pushes in with one hard thrust. It burns a little with only Jon's spit and the lubrication on the condom to smooth the way. Spencer pushes back into it anyway, the pain as familiar as all the rest of it.

"So beautiful," Jon says above him. Spencer can feel Jon's fingertips digging into his hips and knows he'll have bruises tomorrow, a painful reminder of previous pleasure. It makes Spencer impossibly harder and he thrusts his hips back, seeking more friction, more of Jon's cock, just _more_.

"More," Spencer says, breathless. "More, more, more."

Jon answers him by slamming into him as hard as he can. Spencer slides forward on the bed, his knees and palms burning from the friction against the comforter.

"Fuck," Spencer says. "I need to come."

Jon pulls all the way out suddenly and Spencer's about to actually cry until he feels Jon grab him hard by the hips and flip him over onto his back. He lifts Spencer's legs onto his shoulders and then slides back in. "Hi," he says against Spencer's mouth, his hand sliding between them to wrap around Spencer's shaft, his thumb dragging along the slit as he twists his wrist.

"Hi," Spencer says and then clenches down hard on Jon's cock as he comes all over Jon's hand and their stomachs. Jon groans and closes his eyes and comes too, his thrusts becoming sloppy and erratic.

Spencer waits until Jon's breathing evens out before he shoves him off to the side and uses his own shirt to wipe off his stomach. He rolls and leans over the side of the bed to rescue his history book from its new position on the floor. Jon groans and lazily disposes of the condom in Spencer's trash can.

Spencer opens his book again and tries to pick up his reading where he left off. He can feel Jon's eyes on him, burning a line up his back in the shape of his spine. "You're distracting me," Spencer says.

"I'm a distracting guy," Jon replies.

"You could maybe call Tom and go distract him while I study," Spencer says looking over his shoulder at Jon.

"I can't be distracting to Tom the way I want to be distracting to you," Jon says smiling innocently. "Or I could, but I think you and William would both be displeased."

"To say the least," Spencer says looking at Jon sternly. "Then again, you can't really distract me the way you want to either." Spencer gives Jon's spent cock a smug look.

"You could make out with me until that situation remedies itself. We could even put _Dressed to Kill_ on for background noise," Jon says, inching closer to Spencer's back and placing a kiss between his shoulder blades. "It's historical."

Spencer snorts and then says, "Jon, I really need to study."

Jon winds his arms around Spencer's torso and pulls him to his chest. "I claim you for Jon Walker," he whispers into Spencer's ear.

Spencer closes his book again and gives up. He can study tomorrow. "But, do you have a flag?" he asks with a fake British accent. He turns around to face Jon. "No flag, no Spencer," he says laughing against Jon's shoulder.

"Give me a few minutes and I'll show you my flag," Jon says perversely.

Spencer groans at the horrible joke and then says to Jon, trying his best to look serious, "Tomorrow you _have_ to let me study. If you let me study, I promise to spend at least two days of my Spring Break in bed with you. You can have your wicked way with me."

"Six days," Jon returns.

"Three," Spencer says. "And I'm done negotiating."

"Four," Jon says, smiling and somehow giving Spencer puppy eyes at the same time.

Spencer laughs and says, "Fine, four."

Jon nods solemnly and then grins as he leans in for a kiss. "Maybe you are bewitched, Spencer Smith."

Spencer's heart clenches traitorously in his chest. It's wonderful and painful all at once and Spencer suddenly understands why someone would take the whole witchcraft route. Being in love is sort of terrifying.

~~~

Spencer doesn't get much studying done and he still ends up spending most of his Spring Break in bed with Jon. Ryan only complains about it when Brendon is giving piano lessons and Ryan is bored.

On the fifth day Spencer takes pity on him and they go to a movie before Spencer has to go to work that afternoon. They see _The Ring 2_ and Spencer is thankful it's completely lame, since the first one scared the crap out of him. He wasn't looking forward to explaining to Jon why they had to leave the lights on tonight.

"So, this was fun," Ryan says on their way home.

Spencer looks over to try and figure out if there's any intent behind the statement. It annoys him that he even has to look, and is a good indication that maybe he and Ryan haven't been having enough one on one time. Ryan's face is relaxed and Spencer doesn't see anything lingering under the surface, so he says, "Yeah, it was nice spending time together. I guess this is what happens when we both start getting laid on a regular basis."

Ryan grins and looks smug. "Go, Ryan Ross," Spencer says happily and slings his arm over Ryan's shoulder.

"Things are okay, though," Ryan asks, "between you and Jon?"

"Great," Spencer says. "Why?"

"You just look tired," Ryan says and now he does look concerned.

Spencer shrugs his shoulders and replies, "I could probably use more sleep, but I'm seventeen. I'll be fine."

Ryan opens his mouth and then closes it and looks at Spencer closely. He finally says, "Okay."

Spencer wants to push for a minute, but he actually _is_ tired and he still has to go work a shift and then meet Jon at William and Tom's, and he just doesn't have the energy to deal with a potentially long discussion.

"I really am fine, Ryan. I swear," he says instead.

"Okay," Ryan says and nods.

Okay.

~~~

Spencer comes home from school on Monday with two failed midterms in his bag. He's furious with himself for about a minute before he decides to be furious with Jon instead. He goes over to the den of iniquity and is surprised, even though he really shouldn't be, to find Adam, William and Jon all very, very high.

"Seriously?" he asks Jon. "It's five o'clock."

Jon is glassy-eyed and giggly, and Spencer realizes he isn't going to get anywhere with him when Jon says, "Come here, baby. You need to relax."

"Fuck you," Spencer snarls. "Call me tomorrow when you're not stoned, assuming there's a minute tomorrow when you're not." Spencer slams out of the apartment and straight into Tom.

"Whoa," Tom says. "Where's the fire?"

"Fucking move," Spencer says furiously.

Tom just digs his fingers into Spencer's arms and asks, "What did he do?"

"Nothing, that's the whole fucking problem. He does absolutely nothing, and he expects me to be able to do the exact same thing, and I have work and school and friends. You know, things other than getting high and drunk and hanging out at bars," Spencer says breathlessly.

Tom nods and Spencer huffs because this is _Tom_ who pretty much does the exact same thing. "Let's go down the street and grab some food. We should talk," Tom says.

Spencer's too tired and pissed to argue. He lets Tom maneuver him where he wants to go.

They end up at a hole in the wall Italian place and Tom orders them both iced teas and lasagna. "This place has shit food. The lasagna is the only edible thing on the menu," he says by way of explanation. "They also charge for refills on pop, hence the iced tea."

Spencer nods and slouches down in his side of the booth. He's very, very tired and he really just wants to go home and fall asleep on Ryan's lap, assuming Ryan isn't having fantastic sex with Brendon. "You wanted to talk," Spencer says shortly.

"Look, this is probably shit Jon should be telling you, but I'm pretty sure he won't. I'm probably a bad friend for not keeping it to myself. Then again, I never claimed to be a good one, so what the fuck."

"He thinks you're a pretty good one," Spencer says feeling suddenly defensive in Jon's absence.

"Yeah, and I think William is the love of my life even though he cheats on me pretty regular. We have skewed realities in these parts," Tom says sensibly.

Spencer concedes the point with a nod of his head.

"So, Jon," Tom says. "Did he tell you we used to be in a band together?"

Spencer shakes his head.

"We met in high school, and man, we just clicked. We could both play and he knew some people and I knew some people and it just sort of fell together. We were good, too. So fucking good that I think we could have really been something."

Spencer watches Tom's face as he remembers, and his eyes look dreamy and happy. Spencer wonders what Jon's face looks like when he remembers. He wonder's if it's good, like it is for Tom, or if he gets a look like Ryan's when someone reminds him of Vegas.

Tom continues, "It's a long sordid story, but obviously it didn't work out. I joined The Academy after graduation, and William and I hooked up. Jon and I stayed friends. I thought he would find something else, you know? Every now and then, I'd send him ads, people looking for a bassist. He never answered any of them."

"Why not?" Spencer asks.

"Our lead singer...he and Jon they sort of, had a thing." Tom looks at Spencer guiltily, like maybe what he's telling Spencer is a secret. Spencer thinks maybe it is, since Jon hasn't told him any of this himself. He takes a second to feel bad about it before he looks Tom in the eye and waits for him to continue. "So, after senior year we all expected to keep going, playing gigs and making music. Maybe save up money and try to make a demo. But Mikey couldn't hang, or he didn't anyway. I don't know exactly what went down there. I just know Jon was different about the music after that." Tom looks sadly out the window and shakes his head. "He wouldn't ever explain it to me. But, I don't know...It's like, it messed something up in him, whatever Mikey said to him. Probably, I didn't help, since he watched it work out for me. Truthfully, if I could have, I probably would have taken it away from Adam and given it to Jon. But Adam is like William's Jon, and it's William's band. So..." Tom trails off shrugging his shoulders. "All he's ever wanted to do is play music, and someone fucked him up and told him he couldn't. You gotta get the details from Jon on the rest of that, but can you imagine if someone told you your dream was shit and then it all fell apart?"

Spencer inhales sharply and thinks of Ryan's trembling hand when he showed him his acceptance letter to The Conservatory. "I think I can," Spencer says quietly.

"Really though, if he did something bad, you should talk to him about it. He's really pretty crazy about you," Tom says.

Spencer sighs, the last of his anger leaving him. "I failed two of my midterms, and Jon distracted me a lot even after I asked him not to. But, I could have kicked him out and insisted that he leave me alone, and ignored his phone calls and I didn't."

Tom sighs. "Sometimes when Jon really wants something, he can get a little too focused on it. He maybe treats it like that's all there is. It's flattering in a way, but it's also really hard being someone’s only thing," he says like he's speaking from experience.

Spencer nods and when the check comes, he makes Tom let him pay half.

~~~

Jon doesn't call the next day, he just shows up at the coffee shop ten minutes before Spencer's shift is over. He looks exhausted, his eyes bloodshot and his skin a little pale.

"Spencer," he starts when Spencer walks over to his table to take his order.

"Not now and not here," Spencer says firmly. "If you want to talk, you can walk me home when I'm done."

Jon nods and Spencer goes off to finish his side work and make sure Greta doesn't need anything else before he takes off.

"Ready?" Spencer asks when he's done.

Jon nods and they get up and walk. Spencer doesn't say anything, mostly because he's not sure where to start.

Jon finally says, "I'm sorry about yesterday."

"Sorry for what?" Spencer asks because he's pretty sure Jon doesn't even remember yesterday, and the hollowness of that kind of apology is annoying.

Jon sighs and stops. Spencer stops too and turns to face Jon. He gives Jon the courtesy of looking him in the eye. "You were obviously upset about something yesterday, and I wasn't available, and so I'm sorry," Jon says.

Spencer blinks for a moment. "That's not why... Look," Spencer says, trying to start again. "Sometimes one or both of us isn't going to be available for whatever reason. That's not why I was upset."

Jon says, "Okay," and his voice is pitched in a way that lets Spencer know he's not really sure if it is okay, or if it is, why.

"Do you remember our first date?" Spencer asks.

Jon smiles then and nods. Spencer watches his eyes go soft. It makes his gut twist knowing it's memories of them together making Jon look like that. He doesn't want to take that look away, ever. He wants to fix whatever is breaking between them more. "We had our first fight that day," Spencer says.

Jon frowns and his brow wrinkles up. "Spencer, we didn't...it wasn't a fight."

"It was," Spencer says. "It was for me anyway."

Jon nods like he's conceding the point. "You told me that day that you could respect boundaries if you knew where they were," Spencer continues. Jon swallows thickly and says, "Spencer, if the drug thing bothers you—"

Spencer waves his hand. "It doesn't."

Jon makes a breathy noise that Spencer interprets as Jon's way of calling bullshit. "It really _doesn't_ , Jon. Those are Ryan's issues, not mine. There are worse things in the world than getting drunk or high so long as you're not hurting anyone," Spencer says.

"Then what?" Jon asks.

"Just, when I tell you I need time to myself, I need you to hear me," Spencer says.

"Okay," Jon says looking confused and miserable. It makes Spencer's chest feel tight. He walks forward and lays his lips lightly against Jon's. "I don't particularly want to be by myself right now, though," he says soothingly. "Want to come home with me?"

Spencer lets Jon pull him closer, his arms going around Jon's torso and squeezing tight when Jon lays a soft kiss to Spencer's temple.

~~~

Brendon's birthday comes in April. Eighteen is a big deal, and even if it wasn't, to Brendon, birthdays in general are a big deal. Ryan enlists Spencer, Jon, and Adam to help plan a blow out. They decide on William and Tom's place since it's slightly bigger, and those that want to partake in reality altering substances can do it in a place that doesn't belong to Ryan. Spencer thinks Ryan's being a pretty good boyfriend just by tolerating it for one night.

"You could just say no alcohol, Ryan. They'd understand and respect it for one night," Spencer says from the floor where he's making a list of party supplies.

"He drinks, you know?" Ryan says.

Spencer looks up at that because he didn't know. He's never seen Brendon even sip at someone’s drink. "I've never seen him—" Spencer starts before Ryan interrupts.

"Not since me, but yeah. I mean, he hung out with The Academy. I just. I don't want him to think he _can't_ ," Ryan says.

Spencer gives Ryan a hard look. "It's okay to say he can't with you, Ryan. It's not asking too much." Spencer violently hates this aspect of Ryan's personality. This problem he has with asking for the things he wants, because in the end he feels like he doesn't deserve to have them.

Ryan sighs, frustrated with himself. "I want him to know that I know he's not my father. I know not everyone who drinks gets drunk, and not everyone who gets drunk gets mean. I _know_ that stuff."

Spencer lets it go, because it's a huge step for Ryan to admit that to himself, let alone say the words out loud where Spencer can hear them.

~~~

Spencer's not sure what makes him pick up the first drink. They're all having fun, even Ryan, who is snuggled up tight in an armchair with Brendon in his lap. Brendon's been sticking to Pepsi even though Ryan told him he didn't care if he drank tonight.

Before Spencer even realizes what he's doing, he's sipping on one of Jon's beers. He can feel Ryan's eyes boring into his back like two points of fire. He's probably imagining it, since the last time he looked Ryan's direction, he was busy with his tongue in Brendon's mouth. Spencer feels judged just the same, and he's too chicken to turn around and see if Ryan's even noticed.

One beer turns into four which turns into making out with Jon on the small balcony off the living room.

"I can't really feel my lips," Spencer says into Jon's mouth.

Jon laughs and pulls Spencer closer, his mouth trailing warm and wet to Spencer's chin and neck. "I think you should stay here forever and kiss me," Jon replies.

Spencer's brain is kind of fuzzy but he's pretty sure that's not going to fix the fact that his lips have gone missing. Then again, he wouldn't be able to kiss Jon without lips, and that's clearly what's going on here. Spencer shrugs and tugs Jon's mouth away from his neck so he can eat at his mouth with his own.

"I like kissing," Spencer says helpfully.

Jon laughs again and says, "You're an adorable drunk, Spencer Smith."

"I'm not drunk!" Spencer says with mock outrage. Then he giggles, actually _giggles_. If he weren't drunk, he's pretty sure he'd be mortified.

Spencer wakes up the next morning in William and Tom's spare bedroom, miraculously without a hangover. Jon is snoring softly next to him and Spencer presses his lips to the corner of Jon's mouth before he slides out of bed as quietly as he can.

William is sitting on the couch watching _The Young and the Restless_.

"Did Ryan and Brendon leave last night?" Spencer asks.

William looks up and smirks. "They said goodnight, but you were sort of attached to Jon's face," he says.

"Oh," Spencer replies brilliantly. "Tell Jon I went home, okay?"

William waves and nods as he refocuses his energy on whatever drama is currently unfolding in the fascinating world of daytime television.

Brendon is eating cereal on the couch when Spencer gets home. He sits down next to Brendon and listens to him chew for a little while. "Where's Ryan?" he finally asks when it's clear Brendon isn't going to speak first.

"I think he went to the grocery store," Brendon answers.

"You think?" Spencer asks.

"He was gone when I got up, note says grocery store." Brendon puts down his bowl and turns, tucking his legs under one another and giving Spencer his full attention.

"How mad?" Spencer asks.

"Not mad," Brendon answers.

Spencer rolls his eyes. "Are we playing a game?" Spencer asks.

"I don't think so," Brendon says flippantly.

"I give up," Spencer says slumping back on the couch.

Brendon slumps back too. "Hey, I'm sorry." Brendon sounds very tired when he continues. "I'm currently in the dog house and taking it out on you."

"How are you in the dog house?" Spencer asks. "You were a paradigm of virtue yesterday as far as I could tell."

Brendon moves his hands face up in an _I don't know_ gesture. "He was a little upset about—you know, and I kind of took your side."

"Oh," Spencer says lamely. "That's—I'm really sorry. You should have just left him for me to deal with."

"I tend to not mind dealing with him most days," Brendon says.

"Yeah, I know. That isn't what I meant." Spencer feels pretty shitty now despite his lack of a hangover. It's one thing for he and Ryan to be going through a rough patch. There's a whole other level of fucked up going on when Spencer is giving other people things to fight about.

"It'll be fine, Spencer. He's just worried."

"He doesn't really need to be. I'm just. I don't know. It was kind of fun."

Brendon smiles at him like he means it and says, "It is pretty fun." Spencer smiles too, but it feels fake and wrong on his face. Brendon sighs and takes Spencer's hand. "You know, I've known Jon for awhile and he's a good guy. He's just a little lost right now, which you know, who isn't from time to time? The thing is, I _know_ Jon, and Ryan doesn't, and he maybe sees this guy he doesn't know having influence over you and that scares him some. It isn't that he doesn't trust you. I think—" Brendon stops and turns his attention toward the door as Ryan comes in carrying plastic bags. "Need help?" he asks letting go of Spencer's hand to focus on Ryan.

Ryan shakes his head and goes into the kitchen to put things away. Spencer gets up to go help him anyway. "I'll explain if you want me to," Spencer says as he sticks the milk in the refrigerator.

Ryan slams a can down on the counter and turns around. "You know what? I don't need explanations, which, by the way, is just another word for excuses. At this point, whatever I say to you, you interpret as an attack on Jon, and whatever you say to me sounds like a way to convince yourself that you haven't become a complete pod person since you met him."

Spencer feels like he's playing a game of dodge ball and he's just been hit very hard in the stomach. "Ryan," Spencer says pleadingly.

"Do what you want, Spencer," Ryan leaves the rest of the groceries on the counter and heads for his bedroom. Spencer follows closely on his heels.

"Ryan," Spencer tries again. "I'm not going to say I'm sorry for the beers. I'd be lying if I did. I'm not you, and I—"

"It's not the drinking, Spencer. It did occur to me that at some point you'd probably want to try that out. Just about everybody does." Ryan waves his hand over his head in a dismissive gesture. "Hell, I'll probably try it myself eventually. It's just...you're so _different_ around him. You don't even see it."

Spencer closes his eyes and counts to ten but it doesn't help cool the white heat of his anger any. "Okay," he finally says. "I'm done talking about Jon with you. Finished. The end. He is not a topic of conversation to be discussed between us anymore."

Now it's Ryan's turn to look like he's been struck by something. He composes himself quickly, but Spencer can see the cracks. "If that's the way you want it," he says, tone clipped and tight.

"It is," Spencer snaps.

"Fine."

"Fantastic," Spencer says as he turns down the hallway and slams into his own room.

Spencer rubs at his eyes a few times before he gives up and lays down to try and cry himself to sleep. The tears come eventually, angry and useless, but sleep continues to elude him. He lays there for a long time listening to Ryan and Brendon's quiet murmuring through the wall.

~~~

Spencer and Ryan avoid each other for days. When Spencer walks into a room, Ryan walks out. There are words sticking to Spencer's tongue, thick and viscid, like too much salt water taffy. He doesn't say them, leaves them crammed in his throat until they feel painful and ugly.

He eventually decides to avoid the entire thing by hanging out with Jon.

"What do you want to do when you grow up?" Spencer asks.

Jon laughs down at him, Spencer's head cradled in the dip between his thighs. Jon is smoking a joint, the sweet, distinct smell of it filling the apartment. He bites at his bottom lip and follows his teeth with his tongue before he puts the paper to his lips and inhales. The act is strangely beautiful, thin paper to shiny lips and the long, lean line of Jon's throat as he breathes in. Spencer leans up without thinking, wraps one hand around Jon's neck, and puts his mouth against Jon's. Some of the hit Jon is holding slides from his mouth to Spencer's. It's a nice kiss, warm and open and Jon nips lightly at Spencer's bottom lip when he pulls away.

Spencer feels dizzy, like he's held his breath a second too long and he's not sure if he should blame the pot or the kiss. "I think maybe I have a contact high," Spencer says.

Jon chuckles and looks at him with glassy eyes before he takes another hit from the joint. He leans over Spencer for the coffee table laying the joint across an empty Pepsi can on the table and says, "C'mere," around a held breath.

Spencer lifts up and Jon bends down, until their mouths are fitted lightly together. Jon pushes the hit into Spencer's mouth, and Spencer breathes in, slow and steady before pushing it back out again.

Spencer's head really does feel dizzy now, so he stays where he is, sharing breath with Jon until Jon presses down a little more and licks his way into Spencer's mouth. Jon pulls away long enough to bite at Spencer's throat, making it really impossible to have anything resembling a conversation. Spencer's not sure he's ready for Jon to know that he makes him completely brain-dead, so he forces himself to say, "You didn't answer my question."

"There was a question?" Jon asks as he sits up and rearranges them, pushing and pulling until Spencer is flat out on the couch and Jon is on top of him, hips lying in the juncture of Spencer's thighs.

"Mmm," Spencer says, as he pulls Jon's head down to keep kissing. "You. Grown up. Job."

"I don't know," Jon says. "But this seems like a good way to spend the time. I could do this forever."

Spencer thinks that sounds pretty close to perfect. "That position just happens to be available," he says.

"Not anymore. Position filled, Spencer Smith." Jon looks at Spencer, his eyes hot and intense before he says, "Fuck," and leans down and kisses Spencer hard. Spencer pushes back, sucks Jon's tongue into his mouth and floats away with it. His last coherent thought is spent wondering if it's possible for the two of them to get any closer without actually crawling inside each other and taking up residence.

~~~

In late April, Spencer drops two of his classes. He's so hopelessly behind in both of them that he knows staying in them is going to completely fuck up his GPA. He gives short thought to going home and flogging himself, or maybe calling his mother and telling her what a complete fuck-up he's become. He knows his mom would be calm and speak softly and tell Spencer that she loves him but is very, very disappointed, and Spencer could feel like shit for a second and then be forgiven. He goes and gets fucked up with Jon instead.

Being both drunk and high is sort of fantastic. Every inch of Spencer's skin is numb and loose, which is probably a really good thing when he and Jon fumble into the door jamb on their way to the bed. Spencer's hip slams hard and Spencer has a moment to think _ouch_ before Jon's hands are on him and Jon's mouth is against his skin mumbling, "sorry, sorry," and then Spencer has better things to think about.

Spencer doesn't go home until late the next afternoon. When he walks through the door, Ryan and Brendon are sitting on the couch watching TV. "Spencer!" Brendon says happily jumping up off the couch and running over to squeeze him lightly. Spencer laughs and then winces a little when Brendon's hand skims over his bruised hip. "You okay?" Brendon asks.

"Yep," Spencer says automatically. His eyes go to Ryan who is obviously making it a point to be really interested in his television program. "I just hit my hip yesterday, being stupid."

Brendon looks at him like he's taking inventory of his features. He must find what he's looking for because he finally smiles and asks, "Feel up to making me coffee? You make it the best."

Spencer snorts and says, "Sure. Ryan, you want some too?" Spencer turns toward the couch and watches as Ryan's mouth tightens into a flat line. He stares at the TV harder if that's even possible and doesn't answer. "Well, that's fucking mature," Spencer says and goes to the kitchen to make coffee. Brendon walks back to the couch and Spencer can hear Brendon whispering urgently as Spencer slams things around more harshly than is necessary in the kitchen.

He brings a cup for himself and Brendon and hands Brendon's over. The action causes his shirt to ride up a bit and he hears Ryan's sharp intake of breath before he says, "Jesus Christ, Spencer. What did you do?" Spencer looks down at his hip and sees the bright bloom of inky blue skin where he hit the doorjamb.

"It's nothing," Spencer snaps defensively. "An accident." Ryan hasn't spoken to him in over two weeks and it seems a little hypocritical for him to be playing the concerned friend now.

"That's not nothing," Ryan says standing up and putting his fingertips against Spencer's skin. Spencer winces again because his entire hip really does hurt. "I'll get you some ice."

Spencer's vision goes red and his mind blanks out. It's like someone taking an eraser to a chalk board, and Spencer is suddenly blank and empty. And then all the blank space gets flooded with red hot fury. Spencer throws his coffee cup--just turns away from Ryan and Brendon and lobs the cup against the opposite wall. "Don't fucking bother," he snarls, turning around and watching as all the blood drains from Ryan's face. "You've been ignoring me for weeks. Just keep doing that." Spencer walks out of the apartment and slams the door as hard as he can. It's not nearly as satisfying as he thought it would be.

Spencer knows it's childish before he even suggests it. He does it anyway. "Wanna go back to my place?" he asks Jon, voice pitched low in Jon's ear. Adam has called dibs on the bedroom, which is usually fine, Spencer and Jon will just curl up on the couch and kiss until they fall asleep. Tonight though, Spencer wants more, needs it.

Jon looks at Spencer, mouth set in a concerned line. "Is that okay?" he asks.

Spencer shrugs defensively. "I pay half the rent. I think I can have my boyfriend over if I want to."

Jon nods and holds out his hand. "Guys," he says to the room. "We're heading out." There's some acknowledgment from a few people around the room and then Jon is pulling Spencer out of the apartment and into the street.

As soon as they're through the door of Spencer's apartment, Spencer shoves Jon up against the wall and presses his mouth hard to Jon's throat, sucking the skin until he knows there will be a mark there. "Fuck," Jon grunts while his hands go directly to Spencer's hips.

"Ow," Spencer says against Jon's neck. "Watch the hip."

Jon moves his hand to Spencer's back and relaxes, tilting his head back to let Spencer have more access to his throat. "Sorry," he mumbles and then stops talking to focus on breathing while Spencer marks up his neck and shoulder in as many places as possible.

"Mine, mine, mine," Spencer says between bites and kisses.

"Yours," Jon says like it's the most obvious answer in the world.

"I want," Spencer starts. "I want to..."

"What?" Jon pants. "What do you want?"

"I want to fuck you," Spencer says. "I want to be inside you."

Jon's eyes are liquid pools, dark and needy and when he kisses Spencer his mouth is hard and hot, burning into Spencer's lips so that Spencer's sure if he looked, he'd see the scars they're surely leaving behind. Jon's voice sounds broken but demanding when he says, "Yes, yes."

They make their way toward the bedroom, and Spencer tries to hold on to the details. He and Jon don't have many firsts left in this context and Spencer wants to remember this, every touch, every word. It seems important and desperate, Spencer's heart beating so hard he can feel it in his ears, his teeth, his tongue. When Jon fuses their mouths together, he can feel Jon's pulse answering back.

They pull at each other's clothes, shirts and belts and pants discarded between mouths and fingers on skin. Everything is sharp and clear, his hands in Jon's hair twisting the ends and angling Jon's head the way he wants it so he can have Jon's mouth just right on is.

Jon moans and Spencer backs him onto the bed, back flat out against the mattress. Spencer climbs on the bed, straddles Jon's thighs and leans over to start kissing again when Jon says, "Not like this."

Spencer whines in frustration. "I want to watch you go crazy," Spencer says.

Jon licks his lips and then shakes his head and says, "It's been a while. It's just easier, Spencer."

Spencer nods and lifts himself off Jon's legs so Jon can roll over and get up on all fours. Spencer thinks maybe he was really wrong about missionary being the best position because Jon looks really fucking hot like that. The long line of his back and the curve of his ass make Spencer's mouth water.

Jon looks back over his shoulder and lifts his eyebrow. "Since you can't see me, I'll let you hear me," he says. "Why don't you come over here and see if you can make me scream."

Spencer dives for the bedside table and snatches up the lube and a condom so fast he thinks he might have whiplash. Jon laughs, causing his body to move in interesting ways, and Spencer bites his lip hard to stop himself from moaning.

"You wanna start with one?" Spencer asks, flipping the cap on the lube and covering the fingers of his right hand. Jon nods and blows out a deep breath as Spencer pushes his index finger in to the first knuckle. "You okay?" he asks this time.

Jon nods and cants his hips backwards into Spencer's hands. "This isn't my first time," Jon says and Spencer is suddenly glad Jon can't see him as he flushes red.

"Well," Spencer says quietly, pulling his finger out of Jon's body. "It's kind of mine, like this I mean. I just want it to be good, and I don't really know what I'm doing."

Jon looks over his shoulder, his eyes soft and says, "Come up here a minute."

Spencer goes, crawling up the bed until his head is right next to Jon's. Jon gets up on his knees and pulls Spencer up on his and kisses him, firm and sweet, his fingers brushing gently against Spencer's throat. "I talk, you do, okay?" Jon says.

Spencer nods and Jon smiles, dropping back down on his hands as Spencer scoots back down behind Jon and adds more lube to the tacky substance already on his fingers. "One finger to the second knuckle," Jon says.

Spencer does what he's told, his finger sliding in fairly easy with the help of the lube. "Okay," Spencer says, like Jon needs some kind of announcement about the arrival of Spencer's finger in his ass.

Jon's shoulders shake with laughter and he says, "Now, press forward and down a little and..." He trails off into a grunt when Spencer follows his directions.

Spencer smiles when he realizes he's found Jon's prostate. He presses against it repeatedly until Jon's shoulders shake with something else. Spencer pushes gently again and again before he finally asks, "Can I add another finger now?"

"Jesus, yes," Jon says breathy and rough.

Spencer presses back in with two fingers and only gets a few thrusts before Jon is asking for the third. Spencer takes his time with three, pressing and massaging at Jon's prostate until he's a quivering, babbling mess around Spencer's fingers. "I want to rim you," Spencer says suddenly.

Jon whines, actually lets out a high pitched keening noise and says, "Next time, Jesus Christ. I need you to fuck me now. Right now, Spencer."

Spencer isn't sure if he actually says it, but he thinks _okay, okay, okay_ as he pulls his fingers out of Jon's body and tears open the condom package with his teeth before rolling the condom on with shaking hands. He lines himself up and presses in slowly, letting Jon's body get used to the intrusion as gently as possible.

Jon takes matters into his own hands by thrusting his hips back hard and taking Spencer all the way in in one fast movement. Jon's a bossy bottom, grunting, "Faster," and "Harder," every now and then and pushing his whole body back if Spencer doesn't react fast enough.

Spencer gives him what he wants, hips thrusting as fast and as hard as he can. He can feel his knees burning a little as he and Jon slowly slide forward on the comforter and he grabs Jon's hips and pulls him back hard so they both don't end up on the floor before this is over.

Sweat from Spencer's brow keeps falling onto Jon's back in fascinating patterns, and Spencer can't keep himself from leaning over and licking it off his back, the bony ridges of Jon's spine pressing against his tongue.

Jon pants and moans and then throws his head back and sideways and says, "Kiss me."

Spencer does, their mouths sideways and sloppy, mostly just sharing breath and licking at each other's lips until Jon pushes himself up higher on one hand and wraps the other one around his own cock. He jerks in time with Spencer's thrusts and comes a minute later, with obscenities pouring out of his mouth before he collapses onto his shoulders and cheek and chest.

Spencer pulls Jon's hips up higher and thrusts until Jon says, "Come for me, Spencer."

Spencer comes and bites his tongue hard in the process, collapsing heavily against Jon's back. They stay still and catch their breath until Spencer starts to feel guilty for squashing Jon, and he gingerly untangles himself and rolls over onto his side.

Jon scoots around and rolls toward him until they're chest to chest. Jon smiles and kisses the corner of Spencer's mouth before he says, "You're so easy," voice tinged with affection.

"You talk, I do," Spencer says sleepily.

"Sleep," Jon says right before Spencer feels himself being dragged under.

~~~

Spencer wakes up the next morning alone, which isn't unusual until Spencer remembers he's at his apartment. Jon doesn't usually go wandering around by himself, just in case Ryan is hanging around. Spencer stretches and smiles when he feels the muscles in his arms and thighs pull tight. He rolls his shoulders and stretches again to relieve some of the soreness before he rolls out of bed and pulls on some sweat pants.

Ryan's at the kitchen table, and he looks up from his book when Spencer walks in. Spencer can feel Ryan's eyes following him around the kitchen as Spencer pulls a mug from the cabinet and helps himself to the coffee Ryan obviously made. He turns around and meets Ryan's eyes after he has the cup full between them, using it like it's some kind of shield. "I guess I owe you an apology," Spencer says. He's not ready to forgive Ryan, but he regrets throwing the mug. It was an emotional impulse that he wishes he had resisted.

"Let's just forget it," Ryan says and there's something in his eyes that Spencer doesn't quite understand. Ryan's acting like he's the one that threw the cup, and it makes Spencer feel like the shittiest friend in the world.

"No, I want to say I'm sorry," Spencer says. "I shouldn't have thrown it. I just...shouldn't have," Spencer finishes lamely.

"We were both being assholes. Let's just let it go," Ryan says. Spencer nods, even though he's kind of really confused. Ryan's not much of an instigator where talking is concerned, but he never shies away from an opportunity to hash it out so long as someone else gets him started. Ryan doesn't say anything else though, and Spencer finally sits down at the table and steals a section of Ryan's paper to read.

Ryan smiles a little until Spencer looks up and asks, "Did you see Jon this morning?"

Ryan's face changes, which isn't too unusual, but it isn't his normal look of distaste. "He went home," Ryan says and shrugs before burying his face back in his paper.

"Huh," Spencer says. "I have to go get ready for work. I'll see you later?"

Spencer waits for Ryan's reply, wonders fleetingly if he's really going to be forgiven this easily before Ryan says, "Yeah, I'll be here."

~~~

Spencer decides not to go home after his shift. He spends half an hour on the El and walks into William and Tom's without knocking. William and Adam are sitting on the couch with Tom stretched out between them, his head in William's lap and his feet in Adam's. "Hey," Spencer says nodding his head. "Jon here?"

Tom gives him an appraising look and then nods toward the bedrooms. Spencer lets himself into the spare room and smiles when he sees Jon stretched out on the mattress, eyes closed and face relaxed. When he shuts the door, Jon's eyes open and Spencer bestows a smile on Jon as he climbs on the mattress and spreads himself out over Jon's body. Jon's arms come up, and Spencer can feel his hand barely brushing the back of his head before Jon drops them to his sides again.

"Today was long," Spencer says into Jon's shirt. He lifts his head and smiles again before he leans down to press his lips to Jon's. Jon doesn't kiss him back and Spencer wrinkles his nose and asks, "What's wrong, baby?" in a totally exaggerated tone of voice.

Jon says, "I think we should talk," and his voice is so quiet and serious that it makes Spencer's heart rate increase and dread settle in the pit of his stomach.

"Okay..." Spencer says and rolls off Jon to sit cross legged next to him on the mattress. Jon sits up and leans against the wall at the head of the bed.

"I've been thinking. I was thinking maybe we should. That you." Jon fumbles and looks down at his hands, rubs his palms against his jeans and then looks up at Spencer again with pleading eyes.

"You're going to have to actually tell me what you've been thinking, Jon, because I can't read minds. But, whatever it is, we'll figure it out," Spencer grabs Jon's hand off his thigh and twines their fingers together at the exact moment Jon says, "I think we should take a break."

Everything dims and crackles, like the lights going out and white noise on the television all at once. Spencer shakes his head when Jon's mouth keeps moving, because he can't hear what Jon's saying over the pounding of his own heart, until finally his tongue comes unglued from the roof of his mouth and he says, "What?"

Jon pulls his hand out of Spencer's leaving Spencer's fingers feeling numb and cold. "I just think it's getting too serious, Spencer," Jon says and his features are flat, his eyes calm in a way they weren't a moment ago.

"I don't understand," Spencer says. "Jon," he tries in his most placating voice. His mind is an unstoppable loop of _this is a mistake, this is a mistake, wrong, wrong, no_. He wants to scream at himself to shut up, but he doesn't want to seem insane when Jon's being so fucking rational he might as well be dead. "This is... Did I do something wrong?" he finally asks.

Jon doesn't say anything for a few ticks of the clock and the silence is answer enough. "I'm nineteen years old, Spencer," he finally says. "I just think it would be better if we were both free to do what we wanted to do, with whoever we wanted to do it with."

Spencer swallows around the lump in his throat. "Is there someone else you want to be doing something with?" he asks.

"Spencer," Jon says in a voice so final it breaks Spencer's heart the way Jon's previous words didn't.

"I..." Spencer starts before Jon says, "I can get Tom to give you a ride home, okay?"

Spencer nods numbly, and bites his lip, and holds his breath, and calls himself every name he can think of to keep himself from crying. He _is not_ going to cry here. He just isn't.

He manages to make it to the stairs and into the street with Tom's hand gentle on his back before he doubles over and throws up in the gutter. Tom puts his arm around Spencer's chest and keeps him from falling over until he's just dry heaving. "Better?" Tom finally asks when Spencer can breathe again.

Spencer laughs, harsh and watery, and says, "Can you take me home now, please?" Tom nods and gets Spencer in the car, neither of them saying anything as Spencer stares out the window and holds his breath as long as he can before taking a deep, ragged breath, and then does it again.

When they finally pull up to the curb, Tom looks over like he's going to say something, but Spencer has the door open and is climbing out with a quick, "Thanks," before Tom can utter a word.

~~~

Ryan's not in the living room, so Spencer pulls out his phone and calls his cell. He hears it ringing in the back of the apartment before Ryan answers.

"Is Brendon with you?" Spencer asks as he walks down the short hall to Ryan's door.

"No," Ryan says. "Where are you?" he asks as Spencer ends the call and walks into Ryan's room. He climbs on the bed without being invited and wraps himself around Ryan, burying his head in Ryan's shoulder. Ryan's arms come up automatically, surrounding and holding just like Spencer knew they would. It's like opening a dam. Spencer starts crying against Ryan's shirt, hot tears that seem to come up from his stomach and burn his throat before they find their way out his tear ducts. It's not the great, wracking sobs that Spencer expects, but more a silent mourning for a loss he can't quite wrap his mind around yet.

"Spencer," Ryan says with concern and squeezes him tighter, petting him and laying friendly lips against his brow every couple minutes. There comes a point a long time later when Spencer can't cry anymore. His entire body hurts, but his throat and stomach are the worst, both of them held tight for too long, muscles straining against the sheer force of Spencer's sadness. "Want some water?" Ryan asks when Spencer's eyes finally dry up.

Spencer nods his head slightly, and Ryan pulls a pillow over and moves Spencer's head from his shoulder to the pillow so he can slip out of the bed. He's back a minute later with a glass of ice water and some saltine crackers that Spencer's pretty sure they've had since they moved in. "Thanks," Spencer says, his voice sounding raw and cracked. He drinks the water down in three gulps and sets the crackers on the nightstand untouched. He's really not sure he can keep anything down right now.

"You ready to talk about it?" Ryan asks.

Spencer says, "Jon broke up with me." Something about saying it out loud makes it real for Spencer, and he feels his insides crumple in on themselves all over again, in what appears to be an ongoing theme since Jon first said the word _break_.

Ryan swallows and pulls Spencer closer. Spencer lets himself be manhandled and tucked against Ryan, Ryan's bony shoulder blade pressing uncomfortably into Spencer's cheek. "Did he say why?" Ryan asks quietly.

"I... No, not really," Spencer finishes. "I think maybe there's someone else. He said something about wanting some freedom to see other people." Spencer rubs his nose against Ryan's shirt and Ryan laughs a little underneath him.

"Gross," Ryan says, but he squeezes Spencer close again to take the sting out of the word. "I'm sorry," Ryan says and he sounds sincere even though Spencer knows he's probably not really all that sorry.

"Yeah," Spencer says. "I keep thinking if I understood why, maybe it would be easier, but. You think maybe Brendon could try and find out?"

Ryan wiggles uncomfortably beneath him. "Spencer," he says and Spencer suddenly feels pathetic and stupid.

"Never mind. I'm sorry I asked," Spencer says. "I'm just sad. I'm just tired and sad and I feel like maybe I'm always going to be, which just...makes me more tired, you know?"

Ryan nods and says, "You can sleep in here with me if you want to."

Spencer squeezes Ryan tighter before he gets up and slides under the covers. Ryan does the same and then pulls Spencer close again. Spencer can feel Ryan's fingers in his hair and the thump of Ryan's heart beat under his ear. It feels and sounds different than Jon's, but it's still familiar and comforting, and to Spencer's utter surprise, sleep comes sooner than he anticipated.

~~~

Spencer puts on his stoic face. It's not that he's not hurt. In fact, some days it hurts so bad Spencer wishes he could just stop breathing. The issue is, Spencer likes to look at a problem from all angles and then attack it at it's weakest point until it bows to his will, or fixes itself, whatever comes first.

It just becomes a little bit harder when he's the thing that is broken.

So, he's stoic. He puts on a brave face and he goes to school, takes his finals in the two classes he's still enrolled in. He goes to work, and spends time with Ryan and Brendon, laughing at all their jokes in all the appropriate places. Everything is fine, great even, and he gets really good at pretending.

A week after Jon rips his still beating heart out and stomps on it, he forgets his phone at work and has a panic attack so bad he thinks he's going to pass out.

Ryan tries to calm him down as best he can, and Brendon looks on worried and helpless when Spencer spits out, "What if he calls me and I don't pick up?" Ryan clutches him tight and Spencer hyperventilates until Brendon magically gets Greta's number from someone and meets her at the shop to retrieve Spencer's phone.

Jon hasn't called.

Spencer sort of figures out maybe stoic isn't the way to go after that, and he calls his mother. Thankfully, he and his mom had the whole, _I'm pretty sure I like boys_ conversation when Spencer was fifteen. Truthfully, Spencer's not sure his mom could handle the _I'm gay_ talk on top of the _I slept with a stranger at a bar and fell in love with him, and then he dumped me_ talk.

"Oh, baby," his mother says quietly when he's finished talking. The sound of her voice, familiar and warm and laced with so much concern makes Spencer want to cry. He's so very tired of crying he could scream.

"I'm also failing school pretty spectacularly," Spencer blurts out.

His mother sighs and it's such an exasperated sound that Spencer laughs. A few seconds later, his mother laughs too. "It's not funny," she says between gasps for air.

"I know. I know," Spencer whispers when both of them stop laughing and there is only the quiet stirring of air between the phone line. "Mom, I don't know what to do."

"What can I do for you, baby?" his mother asks. "You tell me and I'll do it."

"Just. I don't know what to do," he says again. "Tell me what to do."

"Spencer," his mother says knowingly. "There's a difference between not knowing and not wanting to know."

Spencer sighs. "I hate it when you're cryptic."

Spencer's mom laughs. "Oh, sweetheart, you know I never would have let you move half way across the country if I didn't think you could handle it."

Spencer closes his eyes and imagines his mom smiling, sitting at the kitchen table, face full of pride. "I know," he says. "I wouldn't say no to some motherly advice right now though."

"Be careful what you wish for," she says slyly. "First things first, forgive yourself for the school thing. You're not the first freshman to get distracted and you won't be the last. Then, try to remember that your father and I work hard so you and your sisters can have it a little easier, and maybe, treat our money with a little bit more respect next semester. Okay?"

"Yes, ma'am," Spencer says automatically, his stomach curling with guilt.

"This boy, I just don't know, Spencer. If it was Ryan, I could try and help you because Ryan's like, well, he's mine too," she says. "Just, remember who you are and be that person. There are a lot of people who love that person."

"I love you, Mom," Spencer whispers.

"I love you, too," she says warmly and Spencer doesn't doubt it, not for a second.

~~~

With school officially over the second week in May, Spencer has entirely too much time on his hands. He asks Greta for extra shifts and since a couple of the servers have quit to go home over the summer, she obliges him with more work than he knows what to do with.

"Go home," Greta says as she pushes past Spencer to turn the patio lights on. "You've been here since this morning."

"Katy called in," Spencer says as he grabs some skim milk out of the fridge to move to the front.

"Yes, I am aware of what's going on in my own coffee shop, Spencer," Greta says sarcastically. "Since it is my coffee shop, Katy would be my problem, not yours. You've been here twelve hours. Go home." Greta pulls the half gallon of milk from Spencer's hands and points over his shoulder to the computer where they clock in and out. "Home. Now," she says, blocking his way back into the main part of the shop.

"Fine," Spencer says sticking his bottom lip out in an exaggerated pout. "I'll just go home and sit with Brendon and Ryan like a lame-ass third wheel."

"Great!" Greta says happily and smiles when Spencer glares at her. "You have fun with that sweetie, and remember you're off for two days. I don't want to see your face around here this weekend."

Spencer sighs defeated and takes his apron off. "I hate you," he says as he passes by Greta on his way out.

"Love you too, babe!" Greta winks at him and calls out much too happily, "See you Monday," as Spencer walks out the door.

He lets himself into the apartment and finds Ryan and Brendon at the kitchen table eating Hamburger Helper. "You're home," Brendon says around a bite. Spencer nods as Brendon shoves his chair back and asks, "Hungry?"

"I could eat," Spencer says collapsing into the chair next to Ryan. Brendon grabs him a bowl and sets it down with a napkin and fork and then goes back over to the cabinet to grab a glass.

"Tea? Water?" Brendon asks.

"Tea if it's made," Spencer replies.

When Brendon is settled again, they eat in silence for a while. Spencer's too tired and hungry to make small talk, and Ryan and Brendon have been treating him like something fragile since the break up. They act like the act of speaking is going to break him into a million pieces.

"We should go out on Saturday," Spencer says suddenly. "I'm so tired of being cooped up. No more wallowing in self pity," he finishes. He's pretty proud of how convincing his voice sounds.

Ryan and Brendon glance at each other warily across the table. "Umm, I could go with you I guess," Ryan says lamely.

Spencer looks at him incredulously. "Don't do me any fucking favors," he says bitchily, getting up to rinse his bowl.

Ryan sighs. "I didn't mean it like that Spencer. It's just... "

"Tom's birthday party is on Saturday," Brendon says.

Spencer drops the bowl in the sink with a loud crack. "Oh."

"He invited you, but we didn't figure you'd want to go since, you know," Brendon says. The _Jon is going to be there_ echoes loudly in the room even without being said.

"Oh," Spencer says again and he panics internally, wonders if he's been reduced to monosyllabic words for the rest of time.

"Brendon kind of has to go, or Tom'll be hurt. But you and I can hang. It'll be fun," Ryan says.

"No, no," Spencer says quickly. "You should both go. It'll actually be nice to have an early night, catch up on sleep."

Ryan nods, but Brendon's brow wrinkles in irritation. "Or, you could come. They're your friends too, Spencer. Just because Jon woke up one day and decided to be an asshole doesn't mean the rest of them aren't still your friends."

Spencer suddenly goes through a gamut of emotions, fluttering feelings rushing quickly through him one after the other like a shuffled deck of cards. The one that ends up sticking is irritation, and to his horror, his mouth moves faster than his brain and has him blurting out, "He's not an asshole."

Brendon looks downright furious when Spencer dares to look up. "Oh, but he is, Spencer," Brendon says coldly. "You can still be in love with him. I understand a person can't just turn it off and on even if they might want to. But just because you love him, doesn't mean you're stupid or blind, so stop acting like it."

Spencer flinches, his eyes going wide and liquid. "Can we just not talk about him?" Spencer asks quietly.

Brendon sighs and walks over to Spencer, pulling him in despite Spencer's stiff posture. "I'm sorry," he says against Spencer's ear.

Spencer relaxes into Brendon's body, tucking his head into the curve of his neck and breathing deeply. "It's okay," Spencer says, the sound muffled by Brendon's skin.

"You really can come if you want to. I know Tom would like to see you," Brendon whispers as he pulls away.

"I'll think about it," Spencer says and is sort of amazed when he realizes he actually will.

 

~~~

Spencer's positive he's not going until Brendon comes in wearing jeans and a button down and Ryan meets him at the door in black slacks and a jacket that's clean but still looks like Ryan bought if off a homeless man. He feels left out and lame in his pajama pants and his t-shirt. "I think I want to go," he blurts out suddenly.

Ryan looks worried, but Brendon just says, "Then go get dressed."

Spencer runs to his room and pulls on the cleanest jeans he can find and his favorite graphic t-shirt with the rainbow on it. His hair is a mess, but Spencer just runs his fingers through it and hopes it looks purposefully messy. He checks the mirror on the back of his door and shrugs as he makes his way back into the living room, resigned to the fact that this is as good as it gets last minute.

"I'm ready," Spencer says smoothing his hands down the front of his shirt nervously.

Brendon smiles warmly at him and Ryan grabs his hand, curling their fingers together. It makes Spencer feel better.

"Spencer Smith!" Tom says drunkenly when they walk through the door. Spencer gets pulled against Tom's chest, and he forces himself to relax into it and squeeze Tom back even as his eyes scan the room for Jon. "Happy Birthday," Spencer says loudly so that Tom will hear him over the din of voices and music.

"Thanks," Tom says and then shakes his head. "He's not here yet."

"Who?" Spencer asks and Tom pats him on the shoulder before turning away and swooping Brendon up into a hug.

"Who" shows up an hour later, already drunk and with some girl Spencer's never seen. Tom whoops from across the room and Spencer follows his movement from the door by the balcony to the front of the apartment where Jon is standing. Tom hugs Jon and they speak for a moment before Jon's eyes shift to where Spencer is on the couch.

It's a quick look and it's over before Spencer has the presence of mind to realize it's even happening, and then Jon is looking away, shaking his head and talking to Tom again before they're both laughing loudly. Jon pulls the girl over then and introduces her to Tom and Tom pulls her in for a hug too, affectionate the way only the really drunk can be.

Spencer feels like he's been dipped in ice water, his skin painful and prickly. He pries himself out of the corner of the couch he's wedged in and excuses himself to flee to the bathroom. He takes his time, pees and splashes water on his face, and then opens the door to find Jon on the other side, so close he must have had his nose pushed up against the wood.

Jon smiles at him sardonically and then Spencer feels himself being pushed back into the bathroom, Jon's hands firm on his hips. A few things happen all at once. Jon kicks the door closed with his foot at the same time that Spencer's back hits the bathroom counter. Jon lets go of him long enough to turn and flip the lock on the door and then he's back in Spencer's space, pushing against Spencer's body with his own.

"What?" Spencer asks slowly. Jon's so close Spencer can see the flecks of gold in his eyes, can smell the harshness of the whiskey on his breath, and can feel the firm ripple of muscle in his arms where Spencer's hands are trying to hold himself steady. Then it's sort of hard to see or hear or feel anything except Jon's mouth, warm and firm against his own.

It's an awful kiss, hard and mean and nothing like any of his other kisses with Jon, but still Jon. Spencer thinks for a crazy moment it's like picking up the wrong drink and taking a giant swig. His mouth is shocked, startled by the wrongness of it all.

Spencer curls his fingers into Jon's shoulders and then pushes firmly away, their mouths coming apart painfully, harsh breaths mixing between them. "Don't," Spencer says just as Jon asks, "What are you even doing here?"

"It's Tom's birthday," Spencer says like it's the most obvious thing in the world.

Jon laughs a little cruelly and shakes his head. "Yes, but that's not why you're here," Jon says as he pushes back into Spencer's body.

Spencer wants to just lean back and let Jon do whatever he wants. He wants that, but everything about this feels ugly and wrong and it's Jon, but it isn't in all the ways that Spencer wants it to be and he says, "No. No, Jon. Stop."

Jon drags his teeth across Spencer's neck and bites down hard and Spencer gasps and pushes Jon at the same time. Jon looks shocked and winces when Spencer puts his hand to his neck, fingers rubbing over the sore spot where Jon's teeth just were. Spencer opens his mouth to say something but there aren't any words. He shakes his head when Jon says, "Spencer," low and needy.

He doesn't know what to do, so he turns, flips the lock hastily on the bathroom door and flees back into the living room to crowds and music and the safety of Ryan.

"I need to go home," he says to Ryan when he finds him.

Ryan takes one look at him, puts his can of Red Bull down and says, "Okay, let me just go tell Brendon we're going home."

~~~

It's closer to morning than night when Spencer wakes up to someone pounding on the front door. He's disoriented, and it takes a minute to remember that he fell asleep in Ryan's room watching old black and white movies on AMC.

Ryan sits up next to him suddenly, rubbing his eyes and he mumbles, "What the fuck?"

"Someone is at the door," Spencer says sleepily and looks over in time to see Ryan giving him a look that says _duh_ as clearly as if Ryan had actually spoken the word. "I'll just go see who it is," Spencer says, but Ryan is getting out of bed too, picking a shirt up off the floor as Spencer walks down the hall toward the front of the apartment.

Spencer looks through the peephole and sighs just as Ryan sidles up to him. "It's Jon," Spencer says and his voice sounds exhausted even to his own ears. "I'm gonna..." Spencer waves a hand toward the door. "You should just go back to bed."

Ryan raises his eyebrow and then shakes his head. "Maybe we should just call Tom," Ryan whispers as Jon hits the door with his fist again.

"Spencer!" Jon says loudly from the breezeway. "I know you're awake."

Spencer closes his eyes and takes a steadying breath. "Just. I." Spencer breathes again and turns to Ryan. "I want to talk to him. Will you just give us a few minutes?"

"He's drunk," Ryan says, his voice tight with worry.

"I know. It'll be alright, Ryan."

Ryan swallows loudly, but he nods and moves across the living room, heading back toward his bedroom.

Spencer unlocks the door and steps into the space, blocking the entrance just in case Jon wants to try and come inside. "Jesus," he says immediately. "Keep your voice down, it's four o'clock in the morning."

Jon laughs and it sounds bitter in Spencer's ears. "You ran away from me, Spencer Smith," Jon says. His words are badly slurred, his lisp and his level of intoxication making Spencer's name almost unrecognizable.

"We broke up and you're drunk," Spencer says firmly. "Go home and call me tomorrow if you still want to talk about this."

"You still love me," Jon says. His voice is mocking, amused, like it's the best joke in the world that Spencer's still so obviously hung up on him and it hurts so badly that Spencer actually takes a step back, like putting more distance between them will make it hurt less. Jon uses the space to his advantage and takes a step forward, pushing his way into the apartment.

"I want you to leave," Spencer says, grabbing Jon's arm.

Jon puts his hand on Spencer's arm and uses the closeness of their bodies to push him back against the small table by the door. It's cheap metal and glass and it wobbles precariously when Spencer's body hits it. "You want me to do something, alright," Jon says.

Spencer's heart picks up speed and that fact that he's kind of afraid is enough to snap him into action. "Let go of me, right now," he says firmly putting both hands on Jon's shoulders.

Spencer pushes at the same time Jon does and they both get thrown off balance. Jon twists, causing their bodies to slam into the tiny table in order to keep them both upright. The table gives this time, one of the legs bending and it gets pitched over the glass breaking loudly when it hits the floor.

Spencer hears a gasp and looks up to see Ryan standing in the living room, pale and shaking. Spencer is suddenly furious. "Get out," he says to Jon, cold and so flat he doesn't recognize his own voice.

"I'm sorry," Jon says automatically and reaches out a hand like he wants to soothe Spencer with his finger tips.

"Get out," Spencer says again, but this time it's a snarl, a cruel staccato, like two sharp claps of thunder. "Everyone keeps telling me I'll get over you eventually, and I didn't believe any of them until this moment."

Spencer watches with a dull sense of victory as all the color in Jon's face drains away. His lips tremble on Spencer's name but Spencer isn't listening anymore. He pushes past Jon and tucks an arm around Ryan, who's looking between Jon and Spencer like he's going to be sick. "Just go, Jon," Spencer says, and he expects to feel something as he watches Jon walk out the door.

Jon leaves the apartment door standing open, letting the halogen lights from the breezeway cast a yellow light over the floor of the apartment. Spencer stands there staring for a long time, arm wrapped around Ryan's thin frame until he finally lets go and walks to shut the door. He's surprised, in the end, when it doesn't feel like anything at all.

~~~

In the morning, Spencer wakes up to hot tea and oatmeal with raisins and brown sugar. Ryan sits quietly at the table, his long fingers wrapped around a ceramic mug. Spencer sighs and pulls down a bowl for the oatmeal and a mug for the tea and goes about getting his breakfast as slowly as he can, putting off whatever conversation Ryan has planned for this morning. Spencer feels tired just thinking about it.

When he finally takes a seat, Ryan surprises him by staying silent. His eyes are unfocused and his mouth is a sullen curve. It's obvious to Spencer that he has things on his mind, but he doesn't say anything for a long time. "Are you okay?" he finally asks.

"Okay?," Spencer says and the word sounds foreign and sharp in his mouth like it doesn't quite fit.

"After last night," Ryan says his voice high and a little panicked as he continues "You, know, with Jon."

Spencer shrugs his shoulder slowly, the weight of them feeling almost too heavy for the small movement. "I'm fine," Spencer says and starts eating.

"It's okay if you're not. You can talk to me if you need to get it out," Ryan says. He picks at a loose thread on the arm of his shirt nervously and casts glances as Spencer through the fringe of his bangs.

Spencer eats his oatmeal and drinks his tea and doesn't say anything. He feels hollow and he imagines for a moment his food and drink floating around inside his empty body cavity where his stomach and lungs and heart used to be.

"Spencer?" Ryan asks concerned.

"You said if I'm not okay. You said if I needed to get it out. I heard you," Spencer says looking at a point over Ryan's shoulder. "But I'm _fine_ , Ryan. It's over and done and everything can just go back to the way it was before, alright?"

Ryan pauses with his mouth open like he's going to say something else and Spencer tenses, waiting for whatever words Ryan is going to press on him next. Ryan finally shuts his mouth, his teeth clicking together harshly and pushes his chair back to go and put his dirty dishes in the sink.

"You should wash those," Spencer says.

"I will later," Ryan says.

Spencer doesn't say anything even though he knows later won't come and he'll end up washing his and Ryan's both. He just stays at the table and finishes his breakfast mechanically, chewing and swallowing without thought. After the dishes are rinsed, he heads to the bathroom to wash his face and brush his teeth. He looks at his reflection for several long minutes, contemplating the familiar image staring back at him. He's the same; pale, freckled skin, golden hair and blue, blue eyes. His mouth is full and his hips are slim and curved, his belly soft. He stares and stares and stares, waiting for something to shift and change and make sense and when nothing does, he sighs, exhausted and turns to go back to bed.

~~~

May melts away into June and summer comes to Chicago. Brendon stays over so often that Spencer wonders why Ryan doesn't just ask him to move in already. Brendon and Ryan do their best to drag Spencer out of his room as often as possible. Spencer tries to assure them that he's okay, because he is. He just doesn't feel like doing anything but sleeping and working.

It's Friday and Spencer doesn't have to work for once so Ryan and Brendon force him to come out of his room and sit on the couch with them. He lays his head on Ryan's shoulder and zones in and out of whatever marital problems Elizabeth Taylor and Paul Newman are acting out on the screen.

"We're thinking of going out later, listening to a couple of bands play," Brendon says conversationally after the movie is over. "You should come with," he says.

Spencer is shaking his head at the same time Ryan says, "Come on Spence, I'm getting worried here."

"I told you I'm fine," Spencer says, frustrated. "Though, if you keep poking at me I might lose it."

"If you're fine, then come. You don't have to work, you slept all day, the apartment is clean, and you did laundry yesterday. Basically, you're out of excuses, Spencer," Ryan says ticking off points on his fingers.

Spencer sighs and opens his mouth to protest until he sees Ryan's face fall and for a split second it fills up all the empty spaces inside him. He feels shitty for disappointing Ryan and that's so close to something normal that Spencer's breath gets stuck in his chest. When if finally dislodges, he finds himself saying, "Okay, okay. I need a shower first though."

Brendon whoops and Ryan smiles and Spencer shuffles off to the bathroom to take a shower. He gets his shirt off before he realizes there isn't a towel, the clean stack still sitting on his bed, so he slips back out and down the hall. Ryan and Brendon are talking in the kitchen and Spencer hears Ryan say, "You're sure he won't be there."

"I'm sure," Brendon whispers. "I talked to Tom this morning and he says Jon hasn't been going out. It'll be fine."

"I don't want to see him. I _really_ don't want Spencer to see him," Ryan says strongly.

Spencer feels his skin warm as he listens. He thinks he should be used to Ryan trying to protect him, but it never stops feeling amazing knowing his best friend will always have his back. He turns quietly and gets his towels and goes to take his shower.

It turns out, going out is kind of amazing. He and Ryan and Brendon join the throngs of sweaty bodies up by the stage and they bounce and dance and scream out lyrics when they know them. Spencer's hair sticks to his neck and he can feel his shirt sticking to his back. He's drenched with sweat and he's hot and thirsty and it's all fantastic because none of it requires him to think about anything.

"I need water," Spencer shouts and Ryan turns and nods before yelling back "I'll go with you."

Brendon waves them off as he turns and grinds companionably against a girl next to him. She raises her pierced eyebrow and smirks at him and then grinds back and Brendon's laughter is loud enough that Spencer can hear is as he and Ryan walk away.

"Your boyfriend is flirting," Spencer says.

"With a girl," Ryan says unconcerned. "Unclothed vaginae scare him. I'm not worried."

Spencer laughs and it sounds rusty from disuse. "Fuck, I need water," Spencer says.

Ryan buys them two bottles and they sit on bar stools side by side taking huge swigs until a guy slides onto the stool next to Spencer and smiles at him. Spencer smiles back automatically and then looks away quickly turning his attention back to Ryan.

The guy taps Spencer's shoulder lightly and Spencer wants to be rude but can't bring himself to do it so he turns around and smiles tightly again. "Can I buy you a drink?" the guy asks.

Spencer holds up his water and shakes his head no. "I've got one, thanks." He's about to turn again when the guy says, "A real drink."

The guy looks and sounds nice and still, something makes Spencer's stomach tighten uncomfortably. "No, thank you," Spencer says shortly and then he turns to Ryan and jerks his head toward the dance floor.

"He didn't seem so bad," Ryan yells as the make their way back toward Brendon.

"Not interested," Spencer says. "I mean, there really isn't a point anyway, right?" He pushes ahead of Ryan into the crowd, losing himself in the music and the heat of bodies leaving Ryan to catch up, face scrunched tight with worry.

~~~

Spencer comes home from work on Wednesday to find Ryan lying in wait on the couch.

"Where's Brendon?" Spencer asks trying to distract Ryan from whatever mission he's obviously on.

"You do know that Brendon doesn't actually live here, right?" Ryan says sarcastically. "Come sit, we need to talk." Ryan pats the empty cushion next to him and Spencer rolls his eyes.

"I know he doesn't live here, do you?" Spencer asks.

"Quit avoiding and come here. We're talking even if I have to follow you around this entire apartment," Ryan says seriously.

Spencer sighs and goes to the couch and sits, his face mutinous because he may have to do this, but he doesn't have to like it. "Go on, shower me with your words of wisdom oh great and powerful Ross."

"I'm being serious," Ryan says.

"I seriously don't care," Spencer retorts. He immediately feels bad and follows it with, "I'm sorry. I shouldn't have... Go ahead. Say whatever you need to."

Spencer waits for Ryan to start, but now that Spencer's given him permission, he looks like he doesn't know where to start. He finally says, "Why didn't you let that guy buy you a drink?"

Spencer gives Ryan his best bitch look before he says, "I told you, there isn't a point."

"Yeah," Ryan says. "That's the part that worries me. Just because you got burned doesn't mean you can't try again."

"I don't want to try again," Spencer says coldly.

Ryan stares at Spencer and he reaches out and takes Spencer's hand laying their joined hands on his knee. "You know, you're allowed to be sad, Spence."

"I'm _not_ sad," Spencer says. "I'm not sad, or mad, or happy, or relieved, or angry, or upset, or joyful, or any other adjective you would like to come up with. I'm not anything and I don't want to take drinks from random guys at bars ever again, okay?"

Ryan sits quietly and then says, "I think you should talk to him."

Spencer doesn't pretend to not know who Ryan is talking about even though he really wants to play stupid. "I certainly don't want to do that," Spencer says.

"Still, I think you should," Ryan says. "I think it would help."

"For someone who hates the guy, you sure are interested in him. Last weekend you're grilling Brendon to make sure we won't run into him and now you want me to go have a heart to heart," Spencer says. "What gives?"

Ryan's eyes widen and then he averts his gaze and shakes his head, the hand still holding Spencer's squeezes almost painfully around Spencer's hand. "It's nothing," Ryan hedges. "Never mind," he says as he loosens his grip on Spencer's hand and makes a move to get up. Before Spencer can call him back Ryan stops and turns around. "I'd just like my best friend back is all."

Spencer thinks he should feel guilty, almost wishes he could, but the emotion never surfaces. He's been walking around like his entire body is infused with Novocaine for weeks now and it doesn't look like it's going to wear off anytime soon.

~~~

It takes Ryan two days to cave and when he does it's five o'clock in the morning. Spencer wakes up to Ryan lurking at the edge of his bed like some kind of creepy stalker.

"What are you doing?" Spencer asks groggily. His mind isn't exactly firing all it's cylinders yet and his mouth is gummy with sleep.

Ryan takes a deep breath and says, "The day Jon broke up with you, I sort of cornered him in the kitchen and told him he was ruining your life."

Spencer hears the words but it's like they reach his brain all out of order and they don't make any sense. "What?" Spencer says, because it's five in the morning and Ryan needs to start speaking proper English right now.

"You were drinking and doing drugs and failing school and it freaked me out, Spence. Talking to you wasn't doing any good and I thought if maybe I talked to him, I don't know. I didn't think he would dump you... I just thought, maybe... fuck," Ryan trails off lamely.

Understanding finally settles in and Spencer thinks some kind of relief should accompany it. Jon broke up with him for his own good and his best friend cares enough about him to try and help him however he can. Clearly, everyone in Spencer's life thinks he's a complete idiot incapable of making decisions for himself. "What exactly did you tell him?" Spencer asks calmly.

Ryan looks relieved that there isn't yelling. "I told him about you failing school and... shit," Ryan says. He looks away, his thumb and index finger worrying the hem of his shirt until he finally says "I sort of told him that the bar was your first time."

Spencer's eyes widen and he says "Fuck you, Ryan," in an almost whisper. His heart feels like there's a vice on it and it hurts after almost a month of feeling pretty much nothing at all.

"I'm sorry, Spencer," Ryan says brokenly. "You know I would never. I was angry and it just came out."

Spencer thinks about all the things he could say and he wants to scream and rail and maybe tell Ryan to get out but he knows, for him, the sting of this will fade eventually. Ryan tends to hold on to things forever and Spencer doesn't want to say something that Ryan won't be able to forgive, so he closes his eyes and lies back on his pillow, breathing deep.

"I know you're pissed," Ryan says and Spencer snorts a little. "Okay," Ryan continues "you're furious."

Spencer doesn't say anything. He doesn't trust his voice right now so he lets his silence confirm what Ryan is saying.

"Look, I fucked up with you." Ryan nods and says, "The thing is, Spence, I didn't think he loved you. I thought, well, I don't know. I thought it was a sex thing for him. I thought you weren't important, and then that night when you told him to go, oh God, his face. Did you see his face?"

Ryan's voice sounds shredded and raw and it makes Spencer's stomach hurt. "Ryan," Spencer says. "You were right. He doesn't love me, and eventually, I won't love him anymore either, and everything will be fine. None of it matters anyway," Spencer says, his voice thready and fatigued.

Ryan sits down on the edge of the bed and puts his palm to Spencer's cheek, forcing his face to turn toward his. "It's the only thing that matters," Ryan says seriously. "You have no idea, Spence. As much as he hurt me, as often as I wish I could hate him, there's almost nothing I wouldn't give to sit down with my father and try to figure out why."

Spencer swallows and shuts his eyes tight again. His chest feels like a cracking dam, little pieces of emotion he's been holding back for what feels like forever are starting to slip through and it hurts so much that when Spencer breathes out, a sob accompanies it. "What if he just doesn't love you enough?" Spencer asks.

Ryan nods, wide eyed, tears shimmering at the edges. "Sometimes, when the questions never stop, you just need answers, even if they hurt," Ryan says as the first tear slides down his cheek.

Seeing Ryan cry is the final blow to Spencer's own emotional brick wall and he feels the first hot tear slide down his own cheek. He reaches out and pulls Ryan to him and they lie there together, watching the window go from black, to gray, to yellow, as the sun comes up on a new day.

~~~

Spencer has to ask Brendon for Jon's number since he erased it from his phone during one of his irrational 'I'm fine' moments. Brendon gives him a steady look, but doesn't ask any questions. Spencer really likes Brendon. Ryan should marry him or something.

He tries to call a half a dozen times, his finger hovering over the call button but he always ends up tucking his phone back into his pocket, teeth gritted in frustration. It's only after a particularly long day at work, when Spencer mistakenly thinks he sees Jon sitting at an outside table and his stomach flips over so hard he thinks he might actually throw up, that he gets the resolve to finally do it.

He scrolls down his phone list and pushes send, breath held tightly in his chest. Jon answers on the third ring but he doesn't say hello. He just says, "Spencer."

Spencer swallows and hangs up and then bangs his head against the wall of Greta's office before he calls back. Jon answers on the first ring this time and Spencer is starting to get very good at keeping count of things. Their conversation consists of three apologies, four awkward pauses, and one agreement to meet at Greta's and talk later that afternoon.

Before Spencer can hang up, Jon says, "You sound different." He sounds sad and wistful and it pulls at something inside Spencer to hear him talk that way.

"How?" Spencer asks quietly.

"I don't know," Jon says. "Just, the way you sound. The way you say things that should be familiar."

Spencer nods and says, "Yeah." He's not really sure what else there is to say.

"I'll see you later, Spencer," Jon says with a sigh before he hangs up.

Spencer gives himself enough time to go home and shower and still manages to show up half an hour early for their meeting. He's surprised to see Jon is already there at an outside table in a corner furthest from the door. It's private enough for them to be able to talk without being overheard, but public enough that Spencer doesn't feel like he's alone or trapped.

"Hi," Spencer says as he takes the seat across from Jon.

"You're early," Jon says as his eyes rake over Spencer hungrily. They look at each other like a newly sober alcoholic might eye a bottle of Jack and Spencer thinks derisively that it's a pretty accurate description of their relationship up to now. Spencer is unequivocally addicted to Jon Walker.

"I'm glad you called," Jon says after they've both looked their fill. "I wanted to call you, to apologize, but I wasn't sure if you ever wanted to hear from me again."

Jon looks young and earnest and so much like the boy Spencer met over five months ago it makes Spencer's throat close up painfully. Spencer nods and says, "I wanted to clear the air, have closure, or whatever."

Something in Jon's expression changes but he nods too, his eyes blank and his mouth a flat line. "Yeah. Yeah, of course, closure is good," he says. "I just really wanted to say I'm sorry, for everything really, but mostly for that last night."

"Apology accepted," Spencer says. "And I'm sorry too, for Ryan and whatever he told you. He wasn't speaking for me when he said that stuff. I hope you know that."

Jon shakes his head and gives Spencer the most conflicted look Spencer's ever seen. It makes him want to reach out and run his hand soothingly through Jon's hair. "Spencer," Jon says so quietly Spencer wouldn't have known he'd even spoken if he hadn't been watching his mouth move.

"Yeah," Spencer says.

"You should have told me it was your first time. I would have... God, you should have told me."

Spencer looks away for a half a second and then looks back and can't think of anything to say so he just shrugs sheepishly.

"Jesus Christ, Spencer," Jon says a little angrily. "I took your virginity in the back of a bar. That's... pretty shitty, even by my standards and I grew up in the scene."

Spencer smiles and says, "I don't know, I remember it being kind of amazing." Spencer says it partly because it's true and partly because he wants to make Jon smile, but his words have the opposite effect.

"Fuck, you don't even realize it wasn't supposed to be like that," Jon says.

Spencer snorts and puts on the best _fuck you and the horse you rode in on_ face he can muster. "Give me a fucking break, Jon. It was _my_ first time and I'll remember it how I want to remember it, which is fondly and with a pretty spectacular orgasm at the end."

Jon flushes and mumbles something under his breath but he looks like he wants to believe Spencer and that's something at least. "Where was your first time, Mr. Romantic?" Spencer asks.

Jon smiles and shrugs his shoulders. "In my parents' garage after practice one day," Jon admits.

"Did you at least have candles?" Spencer jokes and Jon laughs, mission accomplished.

"Okay, okay, I get it," Jon says after he has his breath back. "I guess everyone's first time is pretty crappy."

Spencer gets suddenly, and in his opinion, rationally angry. "No, you don't get it," he snaps before he takes a steadying breath. "I'm not sorry," Spencer says firmly.

"I love you, Spencer," Jon says abruptly. His eyes get hilariously large afterward, like the words spoke themselves without express permission from Jon's brain.

Spencer doesn't know what to say. He _wants_ to say, "I love you, too," but he knows that would be a monumentally bad idea. Instead, he just says, "Jon." It sounds sad and a little desperate and he feels bad for saying it like that with Jon's confession still hanging in the air between them.

"I'm sorry," Jon says quickly. "I shouldn't have said that."

"No," Spencer says. "It's nice to hear. I mean, I've been in love with you pretty much since the moment I laid eyes on you, so it's nice to hear that you maybe feel the same."

Jon inhales sharply and says, "I do. I do feel the same."

Spencer wishes this was the part of some romance movie where the music swelled and they jumped into each other's arms and lived happily ever after, but Spencer's always hated movies with unrealistic endings so he says, "Since when?" instead.

"Pretty much always," Jon answers.

Spencer nods and then changes direction with a shake of his head and says, "And still, here we are."

"I don't want closure, fuck closure," Jon says suddenly. "I want to start over. Can we start over Spencer?" Jon asks, his voice laced with desperation.

"I wish it could be that easy," Spencer says. He really wants to just lean across the table and kiss Jon's mouth, to take Jon back to his apartment and lay him out until neither one of them can remember who or where they are. Instead, he shakes his head and swallows and says, "We have to try and fix things first."

Jon looks hopeful, his brown eyes, wide and earnest. "How do you suggest we go about doing that?" he asks.

"I don't know," Spencer says. "Maybe just take it a day at a time?"

Jon nods and says, "Maybe we did things a little backwards last time."

Spencer doesn't know. He doesn't know about any of this and he's not sure he's not about to get his heart crushed all over again, but he can feel hope bubbling up inside him, filling him up until he wants to burst like steam in a tea kettle. Spencer knows he wants to give this another shot, but saying it out loud is big and scary and gives Jon another opportunity to mess him up so he asks instead, "What do you want to do?"

"I told you, I want a do over, Spencer. I want to start again and get to know you the right way this time around," Jon says.

Spencer realizes he wants that too. He's not foolish enough to think it's going to be the same as it was the first time around and he doesn't want that anyway. He does still want Jon though and he wants to give himself the opportunity to at least try and do it right this time. "I'm not opposed to starting over," Spencer says smiling. He reaches across the table and touches the tips of his fingers to Jon's. "I don't know if I ever told you this, but I'm pretty fond of new beginnings."

"I don't believe you ever did," Jon says happily, "but I'm listening now.


End file.
